S&P GLOBAL INC., 8-K filed on 10/29/2015
Current report filing
Document and Entity Information
6 Months Ended
Jun. 30, 2015
Document and Entity Information [Abstract]
 
Entity Registrant Name
MCGRAW HILL FINANCIAL INC 
Entity Central Index Key
0000064040 
Document Type
8-K 
Document Period End Date
Jun. 30, 2015 
Amendment Flag
false 
Consolidated Statements of Income (USD $)
In Millions, except Per Share data, unless otherwise specified
3 Months Ended 6 Months Ended 12 Months Ended
Jun. 30, 2015
Jun. 30, 2014
Jun. 30, 2015
Jun. 30, 2014
Dec. 31, 2014
Dec. 31, 2013
Dec. 31, 2012
Income Statement [Abstract]
 
 
 
 
 
 
 
Revenue
$ 1,342 
$ 1,302 
$ 2,615 
$ 2,498 
$ 5,051 
$ 4,702 
$ 4,270 
Expenses:
 
 
 
 
 
 
 
Operating-related expenses
406 
407 
812 
803 
1,627 
1,564 
1,433 
Selling and general expenses
332 
376 
665 
724 
3,168 
1,631 
1,578 
Depreciation
22 
22 
43 
42 
86 
86 
93 
Amortization of intangibles
11 
12 
23 
24 
48 
51 
48 
Total expenses
771 
817 
1,543 
1,593 
4,929 
3,332 
3,152 
Other loss (income)
(11)
(11)
12 
(52)
Operating profit
582 
476 
1,083 
896 
113 
1,358 
1,170 
Interest expense, net
16 
14 
32 
28 
59 
59 
81 
Income from continuing operations before taxes on income
566 
462 
1,051 
868 
54 
1,299 
1,089 
Provision for taxes on income
185 
152 
340 
290 
245 
425 
388 
(Loss) income from continuing operations
381 
310 
711 
578 
(191)
874 
701 
Discontinued operations, net of tax:
 
 
 
 
 
 
 
Income (loss) from discontinued operations
12 
18 
(209)
Gain on sale of discontinued operations (includes $(75) accumulated other comprehensive income reclassifications in 2013 for foreign currency translation adjustment)
 
 
 
 
160 
589 
Discontinued operations, net
 
12 
178 
592 
(209)
Net (loss) income
381 
316 
711 
590 
(13)
1,466 
492 
Less: net income from continuing operations attributable to noncontrolling interests
(28)
(24)
(55)
(50)
(102)
(91)
(50)
Less: net loss (income) from discontinued operations attributable to noncontrolling interests
 
 
 
 
(5)
Net (loss) income attributable to McGraw Hill Financial, Inc.
353 
292 
656 
540 
(115)
1,376 
437 
Amounts attributable to McGraw Hill Financial, Inc. common shareholders:
 
 
 
 
 
 
 
(Loss) income from continuing operations
353 
286 
656 
528 
(293)
783 
651 
Income (loss) from discontinued operations
12 
178 
593 
(214)
Net (loss) income attributable to McGraw Hill Financial, Inc.
$ 353 
$ 292 
$ 656 
$ 540 
$ (115)
$ 1,376 
$ 437 
(Loss) income from continuing operations:
 
 
 
 
 
 
 
Basic (in dollars per share)
$ 1.29 
$ 1.05 
$ 2.40 
$ 1.94 
$ (1.08)
$ 2.85 
$ 2.33 
Diluted (in dollars per share)
$ 1.28 
$ 1.04 
$ 2.38 
$ 1.91 
$ (1.08)
$ 2.80 
$ 2.29 
Income (loss) from discontinued operations:
 
 
 
 
 
 
 
Basic (in dollars per share)
$ 0.00 
$ 0.02 
$ 0.00 
$ 0.05 
$ 0.66 
$ 2.16 
$ (0.77)
Diluted (in dollars per share)
$ 0.00 
$ 0.02 
$ 0.00 
$ 0.05 
$ 0.66 
$ 2.12 
$ (0.75)
Net (loss) income:
 
 
 
 
 
 
 
Basic (in dollars per share)
$ 1.29 
$ 1.08 
$ 2.40 
$ 1.99 
$ (0.42)
$ 5.01 
$ 1.57 
Diluted (in dollars per share)
$ 1.28 
$ 1.06 
$ 2.38 
$ 1.95 
$ (0.42)
$ 4.91 
$ 1.53 
Weighted-average number of common shares outstanding:
 
 
 
 
 
 
 
Basic (in shares)
273.1 
271.5 
273.3 
271.7 
271.5 
274.5 
278.6 
Diluted (in shares)
275.7 
276.1 
276.0 
276.7 
271.5 
279.8 
284.6 
Dividend declared per common share (in dollars per share)
$ 0.33 
$ 0.30 
$ 0.66 
$ 0.60 
$ 1.20 
$ 1.12 
$ 1.02 
Special dividend declared per common share (in dollars per share)
 
 
 
 
$ 0 
$ 0 
$ 2.50 
Consolidated Statements of Income (Parenthetical) (USD $)
In Millions, unless otherwise specified
12 Months Ended
Dec. 31, 2013
Income Statement [Abstract]
 
Accumulated other comprehensive income reclassifications for foreign currency translation adjustment
$ (75)
Consolidated Statements of Comprehensive Income (USD $)
In Millions, unless otherwise specified
3 Months Ended 6 Months Ended 12 Months Ended
Jun. 30, 2015
Jun. 30, 2014
Jun. 30, 2015
Jun. 30, 2014
Dec. 31, 2014
Dec. 31, 2013
Dec. 31, 2012
Statement of Comprehensive Income [Abstract]
 
 
 
 
 
 
 
Net income
$ 381 
$ 316 
$ 711 
$ 590 
$ (13)
$ 1,466 
$ 492 
Other comprehensive income:
 
 
 
 
 
 
 
Foreign currency translation adjustment
50 
(32)
13 
(108)
93 
29 
Income tax effect
(2)
(2)
(1)
(2)
(19)
Foreign currency translation adjustment, net of income tax effect
48 
(34)
12 
(106)
91 
10 
Pension and other postretirement benefit plans
51 
(56)
55 
(54)
(357)
385 
(164)
Income tax effect
(16)
22 
(18)
21 
142 
(154)
63 
Pension and other post-retirement benefit plans, net of income tax effect
35 
(34)
37 
(33)
(215)
231 
(101)
Unrealized gain (loss) on investment and forward exchange contract
(1)
(4)
Income tax effect
(1)
(1)
(2)
Unrealized loss on investments and forward exchange contracts, net of income tax effect
(1)
(2)
Comprehensive income
463 
292 
714 
572 
(331)
1,788 
399 
Less: comprehensive income attributable to nonredeemable noncontrolling interests
 
 
 
Less: comprehensive income attributable to redeemable noncontrolling interests
24 
22 
50 
46 
 
 
 
Less: comprehensive income attributable to nonredeemable noncontrolling interests
 
 
 
 
(10)
(18)
(20)
Less: comprehensive income attributable to redeemable noncontrolling interests
 
 
 
 
(92)
(73)
(34)
Comprehensive income attributable to McGraw Hill Financial, Inc.
$ 435 
$ 269 
$ 659 
$ 522 
$ (433)
$ 1,697 
$ 345 
Consolidated Balance Sheets (USD $)
In Millions, unless otherwise specified
Jun. 30, 2015
Dec. 31, 2014
Dec. 31, 2013
Current assets:
 
 
 
Cash and equivalents
$ 1,720 
$ 2,497 
$ 1,542 
Short-term investments
 
18 
Accounts receivable, net of allowance for doubtful accounts: 2014 - $38; 2013 - $50
1,063 
932 
949 
Prepaid and other current assets
227 
174 
245 
Deferred income taxes
203 
363 
108 
Prepaid and other current assets
 
171 
227 
Assets held for sale
 
97 
Total current assets
3,213 
3,966 
2,941 
Property and equipment:
 
 
 
Buildings and leasehold improvements
 
287 
436 
Equipment and furniture
 
482 
422 
Total property and equipment
 
769 
858 
Less: accumulated depreciation
(582)
(563)
(609)
Property and equipment, net
208 
206 
249 
Goodwill
1,383 
1,387 
1,409 
Other intangible assets, net
977 
1,004 
1,033 
Asset for pension benefits
58 
28 
261 
Other non-current assets
174 
180 
168 
Other non-current assets
232 
208 
 
Total assets
6,013 
6,771 
6,061 
Current liabilities:
 
 
 
Accounts payable
181 
191 
210 
Accrued compensation and contributions to retirement plans
264 
410 
423 
Income taxes currently payable
51 
32 
15 
Unearned revenue
1,387 
1,323 
1,268 
Accrued legal and regulatory settlements
23 
1,609 
Other current liabilities
334 
402 
402 
Other current liabilities
385 
434 
 
Liabilities held for sale
 
54 
Total current liabilities
2,240 
3,967 
2,372 
Long-term debt
1,494 
799 
799 
Pension and other postretirement benefits
285 
333 
264 
Deferred income taxes
87 
56 
206 
Other non-current liabilities
282 
267 
266 
Other non-current liabilities
369 
323 
 
Total liabilities
4,388 
5,422 
3,907 
Redeemable noncontrolling interest
810 
810 
810 
Commitments and contingencies (Note 12)
   
   
   
Equity:
 
 
 
Common stock, $1 par value: authorized - 600 million shares; issued - 412 million shares in 2014 and 2013
412 
412 
412 
Additional paid-in capital
435 
493 
447 
Retained income
7,438 
6,946 
7,384 
Accumulated other comprehensive loss
(511)
(514)
(196)
Less: common stock in treasury - at cost: 2014 - 140 million shares; 2013 - 141 million shares
(7,011)
(6,849)
(6,746)
Total equity – controlling interests
763 
488 
1,301 
Total equity – noncontrolling interests (2013 includes $25 attributable to discontinued operations)
52 
51 
43 
Total equity
815 
539 
1,344 
Total liabilities and equity
$ 6,013 
$ 6,771 
$ 6,061 
Consolidated Balance Sheets (Parenthetical) (USD $)
In Millions, except Share data, unless otherwise specified
Jun. 30, 2015
Dec. 31, 2014
Dec. 31, 2013
Statement of Financial Position [Abstract]
 
 
 
Accounts receivable, allowance for doubtful accounts
$ 38 
$ 38 
 
Property and equipment, accumulated depreciation
582 
563 
609 
Allowance for doubtful accounts and sale returns
 
38 
50 
Stock-holders equity attributable to noncontrolling interest, discontinued operations
 
$ 0 
$ 25 
Common stock, par value (in usd per share)
$ 1 
$ 1 
$ 1 
Common stock, authorized (in shares)
 
600,000,000 
600,000,000 
Common stock, issued (in shares)
 
412,000,000 
412,000,000 
Common Stock, In Treasury (in shares)
 
140,000,000 
141,000,000 
Consolidated Statements of Cash Flows (USD $)
In Millions, unless otherwise specified
12 Months Ended
Dec. 31, 2014
Dec. 31, 2013
Dec. 31, 2012
Operating Activities:
 
 
 
Net (loss) income
$ (13)
$ 1,466 
$ 492 
Less: income (loss) from discontinued operations
178 
592 
(209)
Net (loss) income from continuing operations
(191)
874 
701 
Adjustments to reconcile (loss) income from continuing operations to cash provided by operating activities from continuing operations:
 
 
 
Depreciation
86 
86 
93 
Amortization of intangibles
48 
51 
48 
Provision for losses on accounts receivable
11 
22 
32 
Deferred income taxes
(245)
43 
53 
Stock-based compensation
100 
96 
90 
Accrued legal and regulatory settlements
1,587 
Other
80 
96 
Changes in operating assets and liabilities, net of effect of acquisitions and dispositions:
 
 
 
Accounts receivable
(9)
(35)
(250)
Prepaid and other current assets
(7)
(29)
Accounts payable and accrued expenses
(130)
(94)
73 
Unearned revenue
78 
109 
23 
Other current liabilities
(51)
(89)
(68)
Net change in prepaid / accrued income taxes
(93)
(238)
119 
Net change in other assets and liabilities
(55)
(110)
(190)
Cash provided by operating activities from continuing operations
1,209 
782 
730 
Investing Activities:
 
 
 
Capital expenditures
(92)
(117)
(96)
Acquisitions, including contingent payments, net of cash acquired
71 
47 
177 
Proceeds from dispositions
83 
51 
Changes in short-term investments
15 
(17)
27 
Cash used for investing activities from continuing operations
(65)
(130)
(246)
Financing Activities:
 
 
 
(Payments on) / additions to short-term debt
(457)
457 
Payments on senior notes
(400)
Dividends paid to shareholders
(326)
(308)
(984)
Dividends and other payments paid to noncontrolling interests
(84)
(75)
(24)
Repurchase of treasury shares
(362)
(978)
(295)
Exercise of stock options
193 
258 
299 
Contingent payments
(11)
(12)
Purchase of additional CRISIL shares
(214)
Excess tax benefits from share-based payments
128 
43 
42 
Cash used for financing activities from continuing operations
(462)
(1,743)
(905)
Effect of exchange rate changes on cash from continuing operations
(65)
(1)
Cash provided by (used for) continuing operations
617 
(1,092)
(416)
Cash provided by (used for) operating activities
18 
(231)
537 
Cash provided by (used for) investing activities
320 
2,129 
(199)
Cash used for financing activities
(25)
(12)
Effect of exchange rate changes on cash
Effect of change in cash and equivalents
12 
Cash provided by discontinued operations
338 
1,874 
341 
Net change in cash and equivalents
955 
782 
(75)
Cash and equivalents at beginning of year
1,542 
760 
835 
Cash and equivalents at end of year
2,497 
1,542 
760 
Cash paid during the year for:
 
 
 
Interest (including discontinued operations)
50 
50 
77 
Income taxes (including discontinued operations)
$ 419 
$ 787 
$ 243 
Consolidated Statements of Equity (USD $)
In Millions, unless otherwise specified
Total
Common Stock $1 par
Additional Paid-in Capital
Retained Income
Accumulated Other Comprehensive Loss
Less: Treasury Stock
Total MHFI Equity
Noncontrolling Interests
Beginning Balance at Dec. 31, 2011
$ 1,584 
$ 412 
$ 94 
$ 7,667 
$ (425)
$ 6,240 
$ 1,508 
$ 76 
Increase (Decrease) in Stockholders' Equity [Roll Forward]
 
 
 
 
 
 
 
 
Comprehensive income
365 
 
 
437 
(92)
 
345 
20 
Dividends
(1,011)
 
 
(989)
 
 
(989)
(22)
Noncontrolling interest transactions
(223)
 
350 
(573)
 
 
(223)
 
Share repurchases
(298)
 
50 
 
 
345 
(295)
(3)
Employee stock plans, net of tax benefit
438 
 
(2)
 
 
(440)
438 
 
Change in redemption value of redeemable noncontrolling interest
(17)
 
 
(17)
 
 
(17)
 
Other
 
 
 
 
 
Ending Balance at Dec. 31, 2012
840 
412 
492 
6,525 
(517)
6,145 
767 
73 
Increase (Decrease) in Stockholders' Equity [Roll Forward]
 
 
 
 
 
 
 
 
Comprehensive income
1,715 
 
 
1,376 
321 
 
1,697 
18 
Dividends
(325)
 
 
(315)
 
 
(315)
(10)
Noncontrolling interest transactions
(22)
 
 
 
 
 
(22)
Share repurchases
(989)
 
 
 
 
989 
(989)
 
Employee stock plans, net of tax benefit
343 
 
(45)
 
 
(388)
343 
 
Change in redemption value of redeemable noncontrolling interest
11 
 
 
11 
 
 
11 
 
Increase in CRISIL ownership
(233)
 
 
(216)
 
 
(216)
(17)
Other
 
 
 
 
Ending Balance at Dec. 31, 2013
1,344 
412 
447 
7,384 
(196)
6,746 
1,301 
43 
Increase (Decrease) in Stockholders' Equity [Roll Forward]
 
 
 
 
 
 
 
 
Share repurchases
 
 
 
 
 
 
(352)
 
Ending Balance at Jun. 30, 2014
 
 
 
 
 
 
 
 
Beginning Balance at Dec. 31, 2013
1,344 
412 
447 
7,384 
(196)
6,746 
1,301 
43 
Increase (Decrease) in Stockholders' Equity [Roll Forward]
 
 
 
 
 
 
 
 
Comprehensive income
(423)
 
 
(115)
(318)
 
(433)
10 
Dividends
(332)
 
 
(324)
 
 
(324)
(8)
Noncontrolling interest transactions
(91)
 
 
 
 
 
 
 
Share repurchases
(346)
 
 
 
 
352 
(352)
Employee stock plans, net of tax benefit
295 
 
46 
 
 
(249)
295 
 
Change in redemption value of redeemable noncontrolling interest
(1)
 
 
(1)
 
 
(1)
 
Other
 
 
 
 
Ending Balance at Dec. 31, 2014
539 
412 
493 
6,946 
(514)
6,849 
488 
51 
Increase (Decrease) in Stockholders' Equity [Roll Forward]
 
 
 
 
 
 
 
 
Comprehensive income1
664 
 
 
656 
 
659 
Dividends
(186)
 
 
(180)
 
 
(180)
(6)
Noncontrolling interest transactions
(34)
 
 
 
 
 
 
 
Share repurchases
(273)
 
 
 
 
274 
(274)
Employee stock plans, net of tax benefit
55 
 
(58)
 
 
(112)
54 
Change in redemption value of redeemable noncontrolling interest
16 
 
 
16 
 
 
16 
 
Ending Balance at Jun. 30, 2015
815 
412 
435 
7,438 
(511)
7,011 
763 
52 
Beginning Balance at Mar. 31, 2015
 
 
 
 
 
 
 
 
Increase (Decrease) in Stockholders' Equity [Roll Forward]
 
 
 
 
 
 
 
 
Share repurchases
 
 
 
 
 
 
(164)
 
Ending Balance at Jun. 30, 2015
 
$ 412 
 
 
 
 
$ 763 
 
Consolidated Statements of Equity (Parenthetical) (USD $)
In Millions, unless otherwise specified
12 Months Ended
Dec. 31, 2014
Dec. 31, 2013
Dec. 31, 2012
Statement of Stockholders' Equity [Abstract]
 
 
 
Comprehensive income attributable to redeemable noncontrolling interests
$ 92 
$ 73 
$ 34 
Accounting Policies
Accounting Policies
Accounting Policies

Nature of operations
McGraw Hill Financial, Inc. (together with its consolidated subsidiaries, the “Company,” the “Registrant,” “we,” “us” or “our”) is a leading benchmarks & ratings, analytics, data and research provider serving the global capital, commodities and commercial markets. The capital markets include asset managers, investment banks, commercial banks, exchanges, and issuers; the commodities markets include producers, traders and intermediaries within energy, metals, and agriculture; and the commercial markets include professionals and corporate executives within automotive and marketing / research information services.

Our operations consist of four reportable segments: Standard & Poor’s Ratings Services (“S&P Ratings”), S&P Capital IQ, S&P Dow Jones Indices ("S&P DJ Indices") and Commodities & Commercial (“C&C”).
S&P Ratings is an independent provider of credit ratings, research and analytics, offering investors and market participants information, ratings and benchmarks.
S&P Capital IQ is a global provider of multi-asset-class data, research and analytical capabilities, which integrate cross-asset analytics and desktop services.
S&P DJ Indices is a global leading index provider that maintains a wide variety of valuation and index benchmarks for investment advisors, wealth managers and institutional investors.
C&C consists of business-to-business companies specializing in commercial and commodities markets that deliver their customers access to high-value information, data, analytic services and pricing and quality benchmarks. As of August 1, 2013, we completed the sale of Aviation Week and the results have been included in C&C's results through that date.

See Note 11 – Segment and Geographic Information for further discussion on our operating segments, which are also our reportable segments.

On November 3, 2014, we completed the sale of McGraw Hill Construction, which has historically been part of our C&C segment, to Symphony Technology Group for $320 million in cash completing the portfolio rationalization to create McGraw Hill Financial. Accordingly, the results of operations for the year ended December 31, 2014 and all prior periods presented have been reclassified to reflect the business as a discontinued operation. The assets and liabilities have been removed from the consolidated balance sheet as of December 31, 2014 and classified as held for sale as of December 31, 2013 and December 31, 2012.

We completed the sale of our McGraw-Hill Education business ("MHE") on March 22, 2013 and, accordingly, the results of operations of MHE have been reclassified to reflect the business as a discontinued operation for the years ended December 31, 2013 and December 31, 2012. The assets and liabilities of MHE have been removed from the consolidated balance sheet as of December 31, 2013 and classified as held for sale as of December 31, 2012.

See Note 2 Acquisitions and Divestitures for further discussion on discontinued operations.

Discontinued Operations
In determining whether a group of assets disposed or to be disposed of should be presented as a discontinued operation, we make a determination of whether the group of assets being disposed of comprises a component of the entity; that is, whether it has historic operations and cash flows that can be clearly distinguished both operationally and for financial reporting purposes. We also determine whether the cash flows associated with the group of assets have been or will be eliminated from our ongoing operations as a result of the disposal transaction and whether we will have significant continuing involvement in the operations of the group of assets after the disposal transaction. If we conclude that the cash flows have been eliminated and we have no significant continuing involvement, then the results of operations of the group of assets being disposed of (as well as any gain or loss on the disposal transaction) are aggregated for separate presentation apart from our continuing operating results in the consolidated financial statements. See Note 2 – Acquisitions and Divestitures for a summary of discontinued operations. Unless otherwise indicated, all disclosures and amounts in the notes to our consolidated financial statements relate to our continuing operations.

Principles of consolidation
The consolidated financial statements include the accounts of all subsidiaries and our share of earnings or losses of joint ventures and affiliated companies under the equity method of accounting. All significant intercompany accounts and transactions have been eliminated.

Use of estimates
The preparation of financial statements in conformity with generally accepted accounting principles in the United States of America requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. Actual results could differ from those estimates.

Cash and cash equivalents
Cash and cash equivalents include ordinary bank deposits and highly liquid investments with original maturities of three months or less that consist primarily of money market funds with unrestricted daily liquidity and fixed term time deposits. Such investments and bank deposits are stated at cost, which approximates market value and were $2.5 billion and $1.5 billion as of December 31, 2014 and 2013, respectively. These investments are not subject to significant market risk.

Short-term investments
Short-term investments are securities with original maturities greater than 90 days that are available for use in our operations in the next twelve months. The short-term investments, primarily consisting of certificates of deposit, are classified as held-to-maturity and therefore are carried at cost. Interest and dividends are recorded into income when earned.

Accounts receivable
Credit is extended to customers based upon an evaluation of the customer’s financial condition. Accounts receivable, which include billings consistent with terms of contractual arrangements, are recorded at net realizable value.

Allowance for doubtful accounts
The allowance for doubtful accounts reserve methodology is based on historical analysis, a review of outstanding balances and current conditions. In determining these reserves, we consider, amongst other factors, the financial condition and risk profile of our customers, areas of specific or concentrated risk as well as applicable industry trends or market indicators.

Deferred technology costs
We capitalize certain software development and website implementation costs. Capitalized costs only include incremental, direct costs of materials and services incurred to develop the software after the preliminary project stage is completed, funding has been committed and it is probable that the project will be completed and used to perform the function intended. Incremental costs are expenditures that are out-of-pocket to us and are not part of an allocation or existing expense base. Software development and website implementation costs are expensed as incurred during the preliminary project stage. Capitalized costs are amortized from the year the software is ready for its intended use over its estimated useful life, three to seven years, using the straight-line method. Periodically, we evaluate the amortization methods, remaining lives and recoverability of such costs. Capitalized software development and website implementation costs are included in other non-current assets and are presented net of accumulated amortization. Gross deferred technology costs were $123 million and $131 million as of December 31, 2014 and 2013, respectively. Accumulated amortization of deferred technology costs was $55 million and $71 million as of December 31, 2014 and 2013, respectively.

Fair Value
Certain assets and liabilities are required to be recorded at fair value and classified within a fair value hierarchy based on inputs used when measuring fair value. We have an immaterial amount of forward exchange contracts that are adjusted to fair value on a recurring basis.

Other financial instruments, including cash and equivalents and short-term investments, are recorded at cost, which approximates fair value because of the short-term maturity and highly liquid nature of these instruments. The fair value of our long-term debt borrowings were $871 million and $801 million as of December 31, 2014 and 2013, respectively, and was estimated based on quoted market prices.

Accounting for the impairment of long-lived assets (including other intangible assets)
We evaluate long-lived assets for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Upon such an occurrence, recoverability of assets to be held and used is measured by comparing the carrying amount of an asset to current forecasts of undiscounted future net cash flows expected to be generated by the asset. If the carrying amount of the asset exceeds its estimated future cash flows, an impairment charge is recognized equal to the amount by which the carrying amount of the asset exceeds the fair value of the asset. For long-lived assets held for sale, assets are written down to fair value, less cost to sell. Fair value is determined based on market evidence, discounted cash flows, appraised values or management’s estimates, depending upon the nature of the assets.

On July 31, 2014, we completed the sale of the Company's aircraft to Harold W. McGraw III, Chairman of the Company's Board of Directors and former President and CEO of the Company for a purchase price of $20 million. During the second quarter of 2014, we recorded a non-cash impairment charge of $6 million within other loss (income) in our consolidated statement of income as a result of the pending sale. See Note 13 – Related Party Transactions for further discussion.

On June 30, 2014, we completed the sale of our data center to Quality Technology Services, LLC (“QTS”) which owns, operates, and manages data centers. Net proceeds from the sale of $58 million were received in July of 2014. The sale includes all of the facilities and equipment on the south campus of our East Windsor, New Jersey location, inclusive of the rights and obligations associated with an adjoining solar power field. The sale resulted in an expense of $3 million recorded within other loss (income) in our consolidated statement of income, which is in addition to the non-cash impairment charge of $36 million we recorded in the fourth quarter of 2013 to adjust the value facilities and associated infrastructure classified as held for sale to their fair value.

During the fourth quarter of 2013, we also incurred a $26 million non-cash impairment charge associated with an intangible asset acquired through the formation of our S&P Dow Jones Indices LLC joint venture.

There were no material impairments of long-lived assets for the year ended December 31, 2012.

Goodwill and other indefinite-lived intangible assets
Goodwill represents the excess of purchase price and related costs over the value assigned to the net tangible and identifiable intangible assets of businesses acquired. Goodwill and other intangible assets with indefinite lives are not amortized, but instead are tested for impairment annually during the fourth quarter each year or more frequently if events or changes in circumstances indicate that the asset might be impaired. We have four reporting units with goodwill that are evaluated for impairment.

We initially perform a qualitative analysis evaluating whether any events and circumstances occurred or exist that provide evidence that it is more likely than not that the fair value of any of our reporting units is less than its carrying amount. If, based on our evaluation we do not believe that it is more likely than not that the fair value of any of our reporting units is less than its carrying amount, no quantitative impairment test is performed. Conversely, if the results of our qualitative assessment determine that it is more likely than not that the fair value of any of our reporting units is less than their respective carrying amounts we perform a two-step quantitative impairment test.

When conducting the first step of our two step impairment test to evaluate the recoverability of goodwill at the reporting unit level, the estimated fair value of the reporting unit is compared to its carrying value including goodwill. Fair value of the reporting units are estimated using the income approach, which incorporates the use of a discounted free cash flow (“DCF”) analyses and are corroborated using the market approach, which incorporates the use of revenue and earnings multiples based on market data. The DCF analyses are based on the current operating budgets and estimated long-term growth projections for each reporting unit. Future cash flows are discounted based on a market comparable weighted average cost of capital rate for each reporting unit, adjusted for market and other risks where appropriate. In addition, we analyze any difference between the sum of the fair values of the reporting units and our total market capitalization for reasonableness, taking into account certain factors including control premiums.

If the fair value of the reporting unit is less than the carrying value, a second step is performed which compares the implied fair value of the reporting unit’s goodwill to the carrying value of the goodwill. The fair value of the goodwill is determined based on the difference between the fair value of the reporting unit and the net fair value of the identifiable assets and liabilities of the reporting unit. If the implied fair value of the goodwill is less than the carrying value, the difference is recognized as an impairment charge.

We evaluate the recoverability of indefinite-lived intangible assets by first performing a qualitative analysis evaluating whether any events and circumstances occurred that provide evidence that it is more likely than not that the indefinite-lived asset is impaired. If, based on our evaluation of the events and circumstances that occurred during the year we do not believe that it is more likely than not that the indefinite-lived asset is impaired, no quantitative impairment test is performed. Conversely, if the results of our qualitative assessment determine that it is more likely than not that the indefinite-lived asset is impaired a quantitative impairment test is performed. If necessary, the impairment test is performed by comparing the estimated fair value of the intangible asset to its carrying value. If the indefinite-lived intangible asset carrying value exceeds its fair value, an impairment analysis is performed using the income approach. The fair value of loss is recognized in an amount equal to that excess.

Significant judgments inherent in these analyses include estimating the amount and timing of future cash flows and the selection of appropriate discount rates, royalty rates and long-term growth rate assumptions. Changes in these estimates and assumptions could materially affect the determination of fair value for each reporting unit and indefinite-lived intangible asset and could result in an impairment charge, which could be material to our financial position and results of operations.

We performed our impairment assessment of goodwill and indefinite-lived intangible assets and concluded that no impairment existed for the years ended December 31, 2014 and December 31, 2013. As further discussed in Note 2 – Acquisitions and Divestitures, we determined that during the year ended December 31, 2012, the goodwill at MHE's School Education Group was impaired.

Foreign currency translation
We have operations in many foreign countries. For most international operations, the local currency is the functional currency. For international operations that are determined to be extensions of the parent company, the U.S. dollar is the functional currency. For local currency operations, assets and liabilities are translated into U.S. dollars using end of period exchange rates, and revenue and expenses are translated into U.S. dollars using weighted-average exchange rates. Foreign currency translation adjustments are accumulated in a separate component of equity.

Revenue recognition
Revenue is recognized as it is earned when services are rendered. We consider amounts to be earned once evidence of an arrangement has been obtained, services are performed, fees are fixed or determinable and collectability is reasonably assured. Revenue relating to products that provide for more than one deliverable is recognized based upon the relative fair value to the customer of each deliverable as each deliverable is provided. Revenue relating to agreements that provide for more than one service is recognized based upon the relative fair value to the customer of each service component as each component is earned. If the fair value to the customer for each service is not objectively determinable, management makes its best estimate of the services’ stand-alone selling price and records revenue as it is earned over the service period. For arrangements that include multiple services, fair value of the service components are determined using an analysis that considers cash consideration that would be received for instances when the service components are sold separately. Advertising revenue is recognized when the page is run. Subscription income is recognized over the related subscription period.

Depreciation
The costs of property and equipment are depreciated using the straight-line method based upon the following estimated useful lives: buildings and improvements from 15 to 40 years and equipment and furniture from 2 to 10 years. The costs of leasehold improvements are amortized over the lesser of the useful lives or the terms of the respective leases.

Advertising expense
The cost of advertising is expensed as incurred. We incurred $35 million, $41 million and $31 million in advertising costs for the years ended December 31, 2014, 2013 and 2012, respectively.

Stock-based compensation
Stock-based compensation expense is measured at the grant date based on the fair value of the award and is recognized over the requisite service period, which typically is the vesting period. Stock-based compensation is classified as both operating-related expense and selling and general expense in the consolidated statements of income.

Income taxes
Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to be applied to taxable income in the years in which those temporary differences are expected to be recovered or settled. We recognize liabilities for uncertain tax positions taken or expected to be taken in income tax returns. Accrued interest and penalties related to unrecognized tax benefits are recognized in interest expense and operating expense, respectively.

Judgment is required in determining our provision for income taxes, deferred tax assets and liabilities and unrecognized tax benefits. In determining the need for a valuation allowance, the historical and projected financial performance of the operation that is recording a net deferred tax asset is considered along with any other pertinent information.

We file income tax returns in the U.S. federal jurisdiction, various states, and foreign jurisdictions, and we are routinely under audit by many different tax authorities. We believe that our accrual for tax liabilities is adequate for all open audit years based on our assessment of many factors including past experience and interpretations of tax law. This assessment relies on estimates and assumptions and may involve a series of complex judgments about future events. It is possible that examinations will be settled prior to December 31, 2015. If any of these tax audit settlements do occur within that period we would make any necessary adjustments to the accrual for unrecognized tax benefits. Until formal resolutions are reached between us and the tax authorities, the determination of a possible audit settlement range with respect to the impact on unrecognized tax benefits is not practicable. On the basis of present information, our opinion is that any assessments resulting from the current audits will not have a material effect on our consolidated financial statements.

Redeemable Noncontrolling Interest
The agreement with the minority partners of our S&P Dow Jones Indices LLC joint venture discussed in Note 2 Acquisitions and Divestitures, contains redemption features whereby interests held by our minority partners are redeemable both at the option of the holder and upon the occurrence of an event that is not solely within our control. Since redemption of the noncontrolling interest is outside of our control, this interest is presented on our consolidated balance sheets under the caption “Redeemable noncontrolling interest.” If the interest were to be redeemed, we would be required to purchase all of such interest at fair value on the date of redemption. We adjust the redeemable noncontrolling interest each reporting period to its estimated redemption value, but never less than its initial fair value, using a combination of an income and market valuation approach. Our income and market valuation approaches may incorporate Level 3 measures for instances when observable inputs are not available, including assumptions related to expected future net cash flows, long-term growth rates, the timing and nature of tax attributes, and the redemption features. Any adjustments to the redemption value will impact retained income. See Note 8 – Equity, for further detail.

Contingencies
We accrue for loss contingencies when both (a) information available prior to issuance of the financial statements indicates that it is probable that a liability had been incurred at the date of the financial statements and (b) the amount of loss can reasonably be estimated. We continually assess the likelihood of any adverse judgments or outcomes to our contingencies, as well as potential amounts or ranges of probable losses, and recognize a liability, if any, for these contingencies based on an analysis of each matter with the assistance of outside legal counsel and, if applicable, other experts. Because many of these matters are resolved over long periods of time, our estimate of liabilities may change due to new developments, changes in assumptions or changes in our strategy related to the matter. When we accrue for loss contingencies and the reasonable estimate of the loss is within a range, we record its best estimate within the range. We disclose an estimated possible loss or a range of loss when it is at least reasonably possible that a loss may have been incurred.

Recent Accounting Standards
In August of 2014, the Financial Accounting Standards Board (“FASB”) issued guidance that requires management to evaluate, at each annual and interim reporting period, whether there are conditions or events that raise substantial doubt about the entity's ability to continue as a going concern within one year after the date the financial statements are issued and provide related disclosures. This guidance is effective for reporting periods beginning after December 15, 2016, however, early adoption is permitted. We do not expect the adoption of this guidance to have a significant impact on our consolidated financial statements.

In May of 2014, the FASB and the International Accounting Standards Board (“IASB”) issued jointly a converged standard on the recognition of revenue from contracts with customers which is intended to improve the financial reporting of revenue and comparability of the top line in financial statements globally. The core principle of the new standard is for the recognition of revenue to depict the transfer of goods or services to customers in amounts that reflect the payment to which the company expects to be entitled in exchange for those goods or services. The new standard will also result in enhanced revenue disclosures, provide guidance for transactions that were not previously addressed comprehensively and improve guidance for multiple-element arrangements. The amendments are effective for annual reporting periods beginning after December 15, 2016, including interim periods within that reporting period. Early adoption is not permitted. We are currently in the process of assessing the impact the adoption of this guidance will have on our consolidated financial statements.

In April of 2014, the FASB issued final guidance that raises the threshold for a disposal to qualify as a discontinued operation and requires new disclosures of both discontinued operations and certain other disposals that do not meet the definition of a discontinued operation. The guidance is intended to reduce the frequency of disposals reported as discontinued operations by focusing on strategic shifts that have or will have a major effect on an entity’s operations and financial results. In addition, the guidance permits companies to have continuing cash flows and significant continuing involvement with the disposed component. The FASB’s amended guidance is effective for our annual reporting period beginning January 1, 2015, however, early adoption is permitted. We do not expect the adoption of the guidance to have a significant impact on our consolidated financial statements.

In July of 2013, the FASB issued amended guidance that resolves the diversity in practice for the presentation of an unrecognized tax benefit when a net operating loss carryforward, a similar tax loss, or a tax credit carryforward exists. This new accounting guidance requires the netting of unrecognized tax benefits ("UTBs") against a deferred tax asset for a loss or other carryforward that would apply in settlement of the uncertain tax positions. Under the new standard, UTBs will be netted against all available same-jurisdiction loss or other tax carryforwards that would be utilized, rather than only against carryforwards that are created by the UTBs. The new standard requires prospective adoption but allows retrospective adoption for all periods presented. The amendments were effective on January 1, 2014, and the adoption of the guidance did not have a significant impact on our consolidated financial statements.

In March of 2013, the FASB issued amended guidance that resolves the diversity in practice for the accounting for the cumulative translation adjustment upon derecognition of certain subsidiaries or groups of assets within a foreign entity. The amended guidance requires that when a parent entity ceases to have a controlling financial interest in a subsidiary or group of assets within a foreign entity, the parent is required to release any related cumulative translation adjustment into net income in instances when a sale or transfer results in the complete or substantially complete liquidation of the foreign entity in which the subsidiary or group of assets had resided. Additionally, the amended guidance clarifies that the sale of an investment in a foreign entity includes both (1) events that result in the loss of a controlling financial interest in a foreign entity and (2) events that result in an acquirer obtaining control of an acquiree in which it held an equity interest immediately before the acquisition date. In these instances, an entity is required to release the cumulative translation adjustment into net income. The amendments were effective on January 1, 2014, and the adoption of the guidance did not have a significant impact on our consolidated financial statements.

Reclassification
Certain prior year amounts have been reclassified for comparability purposes.
Nature of Operations and Basis of Presentation
Nature of Operations and Basis of Presentation
Nature of Operations and Basis of Presentation

McGraw Hill Financial, Inc. (together with its consolidated subsidiaries, "McGraw Hill Financial," the “Company,” “we,” “us” or “our”) is a leading benchmarks & ratings, analytics, data and research provider serving the global capital, commodities and commercial markets. The capital markets include asset managers, investment banks, commercial banks, exchanges, and issuers; the commodities markets include producers, traders and intermediaries within energy, metals, and agriculture; and the commercial markets include professionals and corporate executives within automotive and marketing / research information services.

Our operations consist of four reportable segments: Standard & Poor’s Ratings Services (“S&P Ratings”), S&P Capital IQ, S&P Dow Jones Indices ("S&P DJ Indices") and Commodities & Commercial Markets (“C&C”).
S&P Ratings is an independent provider of credit ratings, research and analytics, offering investors and market participants information, ratings and benchmarks.
S&P Capital IQ is a global provider of multi-asset-class data, research and analytical capabilities, which integrate cross-asset analytics and desktop services.
S&P DJ Indices is a global index provider that maintains a wide variety of valuation and index benchmarks for investment advisors, wealth managers and institutional investors.
C&C consists of business-to-business companies specializing in commercial and commodities markets that deliver their customers access to high-value information, data, analytic services and pricing and quality benchmarks.

The accompanying unaudited financial statements of the Company have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by U.S. GAAP for complete financial statements. Therefore, the financial statements included herein should be read in conjunction with the financial statements and notes included in our Form 10-K for the year ended December 31, 2014 (our “Form 10-K”).

In the opinion of management all normal recurring adjustments considered necessary for a fair statement of the results of the interim periods have been included. The operating results for the three and six months ended June 30, 2015 are not necessarily indicative of the results that may be expected for the full year. Certain prior-year amounts have been reclassified to conform to the current presentation.

Our critical accounting estimates are disclosed in Item 7, Management’s Discussion and Analysis of Financial Condition and Results of Operations, in our Form 10-K. On an ongoing basis, we evaluate our estimates and assumptions, including those related to revenue recognition, allowance for doubtful accounts, valuation of long-lived assets, goodwill and other intangible assets, pension plans, incentive compensation and stock-based compensation, income taxes, contingencies and redeemable noncontrolling interests. Since the date of our Form 10-K, there have been no material changes to our critical accounting policies and estimates.
Acquisitions and Divestitures
6 Months Ended 12 Months Ended
Jun. 30, 2015
Dec. 31, 2014
Acquisitions and Divestitures
Acquisitions and Divestitures

Acquisitions

Acquisitions by segment included:

C&C

In July of 2015, we acquired the entire issued share capital of Petromedia Ltd and its operating subsidiaries (“Petromedia”), an independent provider of data, intelligence, news and tools to the global fuels market that offers a suite of products that provides clients with actionable data and intelligence that enable informed decisions, minimize risk and increase efficiency. We will account for the acquisition of Petromedia using the purchase method of accounting. The acquisition of Petromedia is not material to our consolidated financial statements.

In July of 2015, we acquired National Automobile Dealers Association's Used Car Guide (“UCG”), a leading provider of U.S. retail, trade-in and auction used-vehicle values. The acquisition of UCG will expand our analytical and modeling capabilities while deepening our presence in auto finance and auto insurance, and enriching retail solutions. We will account for the acquisition of UCG using the purchase method of accounting. The acquisition of UCG is not material to our consolidated financial statements.

In July of 2014, we acquired Eclipse Energy Group AS and its operating subsidiaries (“Eclipse”), which provides a comprehensive suite of data and analytics products on the European natural gas and liquefied natural gas markets as well as a range of advisory services leveraging Eclipse’s knowledge base, data capabilities, and modeling suite of products. This transaction complements our North American natural gas capabilities, which we obtained from our Bentek Energy LLC acquisition in 2011. We accounted for the acquisition of Eclipse using the purchase method of accounting. The acquisition of Eclipse was not material to our consolidated financial statements.

S&P DJ Indices

In March of 2014, we acquired the intellectual property of a family of Broad Market Indices (“BMI”) from Citigroup Global Markets Inc. The BMI provides a broad measure of the global equities markets which includes approximately 11,000 companies in more than 52 countries covering both developed and emerging markets. We accounted for the acquisition of the intellectual property on a cost basis and it was not material to our consolidated financial statements.

Following CRISIL's acquisition of Coalition Development Ltd. ("Coalition") that occurred in July of 2012, we made a contingent purchase price payment in the first six months of 2014 for $11 million that has been reflected in the consolidated statement of cash flows as a financing activity.

Divestitures - Continuing Operations

During the six months ended June 30, 2015, we recorded a pre-tax gain of $11 million within other (income) loss in the consolidated statement of income related to the sale of our interest in a legacy McGraw Hill Construction investment.

On June 30, 2014, we completed the sale of our data center to Quality Technology Services, LLC which owns, operates and manages data centers. Net proceeds from the sale of $58 million were received in July of 2014. The sale includes all of the facilities and equipment on the south campus of our East Windsor, New Jersey location, inclusive of the rights and obligations associated with an adjoining solar power field. The sale resulted in an expense of $3 million recorded within other (income) loss in our consolidated statement of income, which is in addition to the non-cash impairment charge we recorded in the fourth quarter of 2013.

Divestitures - Discontinued Operations

On November 3, 2014, we completed the sale of McGraw Hill Construction, which has historically been part of our C&C segment, to Symphony Technology Group for $320 million in cash. Accordingly, the results of operations for the three and six months ended June 30, 2014, have been reclassified to reflect the business as a discontinued operation.

The key components of income from discontinued operations for the periods ended June 30, 2014 consist of the following:

(in millions)
Three Months
 
Six Months
Revenue
$
44

 
$
84

Expenses
34

 
63

Operating income
10

 
21

Provision for taxes on income
4

 
9

Income from discontinued operations, net of tax
$
6

 
$
12

Acquisitions and Divestitures
Acquisitions and Divestitures

2014
For the year ended December 31, 2014, we paid cash for acquisitions, net of cash acquired, totaling $82 million. None of our acquisitions were material either individually or in the aggregate, including the pro forma impact on earnings. All acquisitions were funded with cash flows from operations. Acquisitions completed during the year ended December 31, 2014 by segment included:

S&P Ratings
In October of 2014, we acquired BRC Investor Services S.A. (“BRC”), a Colombia-based ratings firm providing risk classifications of banks, financial services providers, insurance companies, corporate bonds and structured issues that will expand our presence in the Latin American credit markets.  We accounted for the acquisition of BRC using the purchase method of accounting.  The acquisition is not material to our consolidated financial statements.
Following CRISIL's acquisition of Coalition Development Ltd. ("Coalition") that occurred in July of 2012, we made a contingent purchase price payment in 2014 for $11 million that has been reflected in the consolidated statement of cash flows as a financing activity.

C&C
In July of 2014, we acquired Eclipse Energy Group AS and its operating subsidiaries (“Eclipse”), which provides a comprehensive suite of data and analytics products on the European natural gas and liquefied natural gas markets as well as a range of advisory services leveraging Eclipse’s knowledge base, data capabilities, and modeling suite of products. This transaction complements our North American natural gas capabilities, which we obtained from our Bentek Energy LLC acquisition in 2011. We accounted for the acquisition of Eclipse using the purchase method of accounting. The acquisition of Eclipse is not material to our consolidated financial statements.
S&P DJ Indices
In March of 2014, we acquired the intellectual property of a family of Broad Market Indices (“BMI”) from Citigroup Global Markets Inc. The BMI provides a broad measure of the global equities markets which includes approximately 11,000 companies in more than 52 countries covering both developed and emerging markets. We accounted for the acquisition of the intellectual property on a cost basis and it was not material to our consolidated financial statements.

For acquisitions during 2014 that were accounted for using the purchase method, the excess of the purchase price over the fair value of the net assets acquired is allocated to goodwill and other intangibles. Intangible assets recorded for all transactions are amortized using the straight-line method for periods not exceeding 7 years. None of the goodwill acquired from our acquisitions during 2014 will be deductible for tax purposes.

2013
For the year ended December 31, 2013, we paid cash for acquisitions, net of cash acquired, totaling $273 million. None of our acquisitions were material either individually or in the aggregate, including the pro forma impact on earnings. All acquisitions were funded with cash flows from operations. Acquisitions completed during the year ended December 31, 2013 by segment included:


S&P DJ Indices
In December of 2013, we purchased the intellectual property rights to a range of commodities indices developed by Goldman Sachs as well as a limited-use license to promote the commodities indices using the Goldman Sachs Commodity Index trademarks. The commodities indices provide us with a leading benchmark that measures general price movements and inflation in the world economy. We accounted for the acquisition of the intellectual property on a cost basis.

S&P Ratings
In June of 2013, we made a voluntary open offer to purchase up to an additional 22.23% of the total equity shares outstanding in CRISIL Limited ("CRISIL"), our majority owned Indian credit rating agency within our S&P Ratings segment. In August of 2013, at the conclusion of the tender offer period, we acquired approximately 11 million equity shares representing 15.07% of CRISIL's total outstanding equity shares for $214 million, increasing our ownership percentage in CRISIL to 67.84% from 52.77%.

Following CRISIL's acquisition of Coalition that occurred in July of 2012, we made a contingent purchase price payment in 2013 for $12 million that has been reflected in the consolidated statement of cash flows as a financing activity.

Intangible assets recorded for all transactions during 2013 are considered intangible assets with indefinite lives which are not amortized, but instead are tested for impairment annually during the fourth quarter each year or more frequently if events or changes in circumstances indicate that the asset might be impaired.

2012
For the year ended December 31, 2012, we paid cash for acquisitions, net of cash acquired, totaling $177 million. None of our acquisitions were material either individually or in the aggregate, including the pro forma impact on earnings. All acquisitions were funded with cash flows from operations. Acquisitions completed during the year ended December 31, 2012 by segment included:

S&P DJ Indices
On June 29, 2012, we closed our transaction with CME Group, Inc. (“CME Group”) and CME Group Index Services LLC (“CGIS”), a joint venture between CME Group and Dow Jones & Company, Inc., to form a new company, S&P Dow Jones Indices LLC. See below for further detail related to this transaction.

S&P Capital IQ
On June 29, 2012, we acquired Credit Market Analysis Limited (“CMA”) from the CME Group. CMA provides independent data concerning the over-the-counter markets. CMA's data and technology will enhance our capability to provide pricing and related over-the-counter information.
On April 3, 2012, we completed the acquisition of QuantHouse, an independent global provider of end-to-end systematic low-latency market data solutions. The acquisition allows us to offer real-time monitors, derived data sets and analytics as well as the ability to package and resell this data as part of a core solution.
On February 8, 2012, we completed the acquisition of R² Technologies (“R²”). R² provides advanced risk and scenario-based analytics to traders, portfolio and risk managers for pricing, hedging and capital management across asset classes. 

C&C
On November 1, 2012, we completed the acquisition of Kingsman SA (“Kingsman”), a privately-held, Switzerland-based provider of price information and analytics for the global sugar and biofuels markets. The acquisition of Kingsman will expand our presence in sugar and biofuels information markets and has the potential to provide growth in the global agricultural information markets.

S&P Ratings
On July 4, 2012, CRISIL, our majority owned Indian credit rating agency, completed the acquisition of Coalition, a privately-held U.K. analytics company, and its subsidiaries. Coalition provides high-end analytics to leading global investment banks and other financial services firms. Coalition has been integrated into CRISIL's Global Research & Analytics business.

Our acquisitions during 2012 were accounted for using the purchase method. Under the purchase method, the excess of the purchase price over the fair value of the net assets acquired is allocated to goodwill and other intangibles. Intangible assets recorded for all transactions are amortized using the straight-line method for periods not exceeding 20 years. None of the goodwill acquired from our acquisitions during 2012 will be deductible for tax purposes.

Acquisition of Dow Jones Index Business
We own 73% and CME Group and CGIS collectively own 27% of S&P Dow Jones LLC. In exchange for their 27% minority interest, CME Group and CGIS contributed their Dow Jones Index (“DJI”) business; in exchange for our 73% and controlling interest, we contributed our Standard & Poor's Index (“S&P Index”) business. The DJI business focuses on the development of financial benchmarks used by licensees to create exchange-traded funds, option contracts and futures contracts traded on exchanges as well as used as a metric to evaluate economic performance. The combination of these businesses creates the world's premier provider of financial market indices; we expect to increase revenue through international and asset-class expansion, new product development, enhanced market data offerings and increased cross-selling opportunities. The pro forma impact on revenue and earnings from our joint venture with the DJI business was not material to our consolidated results for the year ended December 31, 2012.

The terms of the operating agreement of S&P Dow Jones Indices LLC contain redemption features whereby interests held by minority partners are redeemable. See Note 8 – Equity for further discussion.

Acquisition-Related Expenses
During the year ended December 31, 2013, we incurred $15 million of acquisition-related costs related to the formation of S&P Dow Jones Indices LLC. These expenses are included in selling and general expenses in our consolidated statement of income.

Allocation of Purchase Price
Because we consolidate S&P Dow Jones Indices LLC, we have applied the purchase method of accounting to the S&P Dow Jones Indices LLC contributed business. DJI's results of operations have been included in our consolidated results of operations subsequent to June 29, 2012 (the "Acquisition Date").

The fair value of the DJI business acquired of $792 million was estimated by applying a market approach and an income approach. This fair value measurement is based on significant inputs not observable in the market and thus represents a Level 3 measurement. The fair value estimates of the proportionate shares of the contributed businesses are based on, but not limited to, future expected cash flows, appropriate discount rates ranging from 10% to 11%, long term growth rates of 2.5% to 3.5%, assumed financial multiples of companies deemed to be similar to the DJI, and market rate assumptions for contractual obligations. S&P Index continues to be recorded at its historical or carry-over basis.

At the Acquisition Date, our noncontrolling interest has been recorded at the fair value of DJI we acquired plus the proportionate interest of the S&P Index business at our carry-over basis. As of June 30, 2012, we recorded a redeemable noncontrolling interest in our consolidated financial statements (see Note 8 – Equity for further discussion) at the preliminary fair value of 27% of S&P Dow Jones Indices LLC or $792 million due to the redemption provisions described above, representing CME Group's and CGIS' interest in S&P Dow Jones Indices LLC.

The tables below present the consideration transferred and the allocation of purchase price to the assets and liabilities of the DJI business acquired as a result of the transaction.

Consideration Transferred
(in millions)
 
Fair value of 27% of S&P Index
$
571

Fair value of redeemable noncontrolling interest associated with net assets acquired
221

Total
$
792



Purchase Price Allocation
(in millions)
 
Current assets
$
79

Intangible assets:
 
     Indefinite-lived intangibles
470

     Customer relationships
110

     Other intangibles
33

     Goodwill
111

Current liabilities
(11
)
       Total net assets
$
792



The intangible assets, excluding goodwill and indefinite-lived intangibles, will be amortized over their anticipated useful lives of between 5 and 20 years.

Income Taxes
We are responsible for the tax matters for S&P Dow Jones Indices LLC, including the filing of returns and the administration of any proceedings with taxing authorities. For U.S. federal income tax purposes, S&P Dow Jones Indices LLC is treated as a partnership. The income of S&P Dow Jones Indices LLC flows through and is subject to tax at the partners' level. However, S&P Dow Jones Indices LLC incurs current and deferred income taxes in a limited number of states and localities and its foreign subsidiaries incur immaterial current and deferred foreign income taxes.

We recognized $216 million of non-current deferred tax liabilities in connection with CME Group and CGIS acquiring an indirect noncontrolling interest in the S&P Index business in exchange for our acquisition of a portion of our interest in the DJI business. Because we maintained control of the S&P Index business, the excess of fair value received over historical carrying value and the related tax impact were recorded in additional paid-in capital.

Goodwill and Identifiable Intangibles
Goodwill consists primarily of intangible assets that do not qualify for separate recognition, including assembled workforce, noncontractual relationships and agreements. The goodwill is not expected to be deductible for tax purposes.

Non-cash investing activities
Liabilities assumed in conjunction with the acquisition of businesses are as follows:
(in millions)
Years ended December 31,
 
2014
 
2013
 
2012
Fair value of assets acquired
$
67

 
$

 
$
1,071

Fair value of consideration transferred for DJI business

 

 
792

Cash paid (net of cash acquired)
52

 

 
177

Liabilities assumed 1
$
15

 
$

 
$
102


1 2013 acquisitions did not result in any liabilities assumed.

Divestitures - Continuing Operations

During the year ended December 31, 2014, we completed the following dispositions that resulted in a net pre-tax loss of $9 million, which was included in other loss (income) in the consolidated statement of income:
On July 31, 2014, we completed the sale of the Company's aircraft to Harold W. McGraw III, Chairman of the Company's Board of Directors and former President and CEO of the Company for a purchase price of $20 million. During the second quarter of 2014, we recorded a non-cash impairment charge of $6 million within other (income) loss in our consolidated statement of income as a result of the pending sale. See Note 13 — Related Party Transactions for further information.
On June 30, 2014, we completed the sale of our data center to Quality Technology Services, LLC which owns, operates and manages data centers. Net proceeds from the sale of $58 million were received in July 2014. The sale includes all of the facilities and equipment on the south campus of our East Windsor, New Jersey location, inclusive of the rights and obligations associated with an adjoining solar power field. The sale resulted in an expense of $3 million recorded within other loss (income) in our consolidated statement of income, which is in addition to the non-cash impairment charge we recorded in the fourth quarter of 2013.
During the year ended December 31, 2013, we completed the following dispositions that resulted in a net pre-tax gain of $24 million, which was included in other loss (income) in the consolidated statement of income:
On September 30, 2013, we completed the sale of Financial Communications, which was part of our S&P Capital IQ segment.
On August 27, 2013, CRISIL sold its 49% equity interest in India Index Services & Products Ltd. This investment was held within our S&P Ratings segment.
On August 1, 2013, we completed the sale Aviation Week within our C&C segment to Penton, a privately held business information company.

Additionally, S&P Capital IQ closed several of their non-core businesses during 2013.

We did not complete any dispositions during the year ended December 31, 2012.

Discontinued Operations

On November 3, 2014, we completed the sale of McGraw Hill Construction, which has historically been part of the C&C segment, to Symphony Technology Group for $320 million in cash completing the portfolio rationalization to create McGraw Hill Financial. We recorded an after-tax gain on the sale of $160 million, which is included in income from discontinued operations, net of tax in the consolidated statement of income for the year ended December 31, 2014. We intend to use a portion of the after-tax proceeds to make selective acquisitions, investments, share repurchases and for general corporate purposes.

On March 22, 2013, we completed the sale of MHE to investment funds affiliated with Apollo Global Management, LLC for a purchase price of $2.4 billion in cash. We recorded an after-tax gain on the sale of $589 million, which is included in discontinued operations, net in the consolidated statement of income for the year ended December 31, 2013. We have used a portion of the after-tax proceeds from the sale to pay down short-term debt, for the special dividend paid in 2012, and to continue share repurchases. We intend to continue to use a portion of the after-tax proceeds to make selective acquisitions, investments, share repurchases and for general corporate purposes.

The key components of income from discontinued operations consist of the following:
(in millions)
Years ended December 31,

2014

2013

2012
Revenue
$
139


$
441


$
2,242

Expenses
110


436


2,426

Operating income (loss)
29


5


(184
)
Interest expense (income), net


2


(2
)
Income (loss) before taxes on income (loss)
29


3


(182
)
Provision for taxes on income (loss)
11




27

Income (loss) from discontinued operations, net of tax
18


3


(209
)
Pre-tax gain on sale from discontinued operations
289


888



Provision for taxes on gain on sale
129


299



Gain on sale of discontinued operations, net of tax
160


589



Discontinued operations, net
178


592


(209
)
Less: net (loss) income attributable to noncontrolling interests


(1
)

5

Income (loss) from discontinued operations attributable to McGraw Hill Financial, Inc. common shareholders
$
178


$
593


$
(214
)


Results from discontinued operations for the year ended December 31, 2014 included the after-tax gain on sale of McGraw Hill Construction of $160 million.
Results from discontinued operations for the year ended December 31, 2013 included the after-tax gain on sale of MHE of $589 million.
Results from discontinued operations for the year ended December 31, 2012 included several non-recurring items:
Intangible asset impairments of $497 million that consisted of goodwill, prepublication and inventory assets at MHE's School Education Group ("SEG").
As a result of the offer we received from Apollo Global Management, LLC in the fourth quarter of 2012, we performed a goodwill impairment review at MHE, which resulted in a full impairment of goodwill of $478 million at SEG.
An impairment charge of $19 million was recorded on certain prepublication and inventory assets as targeted school programs were shut down.
Restructuring charges of $39 million consisting primarily of employee severance costs related to a workforce reduction of approximately 530 positions.
Direct transaction costs of $17 million for legal and professional fees related to the sale of MHE.
A charge related to a lease commitment of $3 million.
These charges were partially offset by a vacation accrual reversal of $17 million related to a change in our vacation policy.


The components of assets and liabilities held for sale related to McGraw Hill Construction in the consolidated balance sheet consist of the following:
(in millions)
December 31, 2013
Accounts receivable, net
$
30

Goodwill
3

Other assets
3

Assets held for sale
$
36

 
 
Accounts payable and accrued expenses
$
13

Unearned revenue
41

Liabilities held for sale
$
54

Goodwill and Other Intangible Assets
Goodwill and Other Intangible Assets
Goodwill and Other Intangible Assets

Goodwill

Goodwill represents the excess of purchase price and related costs over the value assigned to the net tangible and identifiable intangible assets of businesses acquired.

The change in the carrying amount of goodwill by segment is shown below:
(in millions)
S&P Ratings
 
S&P Capital IQ
 
S&P DJ Indices
 
C&C
 
Total
Balance as of December 31, 2012
$
130

 
$
457

 
$
380

 
$
468

 
$
1,435

Dispositions

 
(3
)
 
(4
)
 
(29
)
 
(36
)
Other (primarily Fx)
(5
)
 
15

 

 

 
10

Balance as of December 31, 2013
125

 
469

 
376

 
439

 
1,409

Acquisitions
4

 

 

 
38

 
42

Dispositions

 

 

 
(32
)
 
(32
)
Other (primarily Fx)
(7
)
 
(17
)
 

 
(8
)
 
(32
)
Balance as of December 31, 2014
$
122

 
$
452

 
$
376

 
$
437

 
$
1,387



Goodwill additions and dispositions in the table above relate to transactions discussed in Note 2 – Acquisitions and Divestitures.

Other Intangible Assets

Other intangible assets include both indefinite-lived assets not subject to amortization and definite-lived assets subject to amortization. We have indefinite-lived assets with a carrying value of $693 million and $634 million as of December 31, 2014 and 2013, respectively, that consist of:
$380 million and $90 million, for Dow Jones Indices intellectual property and the Dow Jones tradename, respectively, that we recorded as part of the transaction to form S&P Dow Jones Indices LLC in 2012 further described in Note 2 – Acquisitions and Divestitures;
$164 million within our C&C segment for the J.D. Power and Associates tradename;
$44 million within our S&P Dow Jones Indices segment for the Broad Market Indices intellectual property; and
$15 million within our S&P Dow Jones Indices segment for the Goldman Sachs Commodity Index intellectual property.


The following table summarizes our definite-lived intangible assets:
(in millions)
 
 
 
 
 
 
 
 
 
 
 
Cost
Databases and software
 
Content
 
Customer relationships
 
Tradenames
 
Other intangibles
 
Total
Balance as of December 31, 2012
$
126

 
$
139

 
$
225

 
$
45

 
$
159

 
$
694

   Acquisitions

 

 

 

 
44

 
44

     Dispositions
(9
)
 

 

 

 
(13
)
 
(22
)
     Impairment1

 

 

 

 
(26
)
 
(26
)
     Other (primarily Fx)
(2
)
 

 

 

 
(6
)
 
(8
)
Balance as of December 31, 2013
115

 
139

 
225

 
45

 
158

 
682

   Acquisitions

 

 

 

 
13

 
13

     Transfers

 

 

 

 
(44
)
 
(44
)
     Other (primarily Fx)
(2
)
 

 
3

 
1

 
(16
)
 
(14
)
Balance as of December 31, 2014
$
113

 
$
139

 
$
228

 
$
46

 
$
111

 
$
637

 
 
 
 
 
 
 
 
 
 
 
 
Accumulated amortization
 
 
 
 
 
 
 
 
 
 
 
Balance as of December 31, 2012
$
80

 
$
31

 
$
55

 
$
30

 
$
49

 
$
245

Current year amortization
9

 
14

 
11

 
2

 
15

 
51

     Dispositions
(6
)
 

 

 

 
(9
)
 
(15
)
     Other (primarily Fx)

 

 
1

 

 
1

 
2

Balance as of December 31, 2013
83

 
45

 
67

 
32

 
56

 
283

Current year amortization
6

 
14

 
13

 
3

 
12

 
48

     Other (primarily Fx)
(1
)
 

 

 

 
(4
)
 
(5
)
Balance as of December 31, 2014
$
88

 
$
59

 
$
80

 
$
35

 
$
64

 
$
326

 
 
 
 
 
 
 
 
 
 
 
 
Net definite-lived intangibles:
 
 
 
 
 
 
 
 
 
 
 
December 31, 2013
$
32

 
$
94

 
$
158

 
$
13

 
$
102

 
$
399

December 31, 2014
$
25

 
$
80

 
$
148

 
$
11

 
$
47

 
$
311


1 
We incurred a $26 million non-cash impairment charge associated with an intangible asset acquired through the formation of our S&P Dow Jones Indices LLC joint venture.

Definite-lived intangible assets are being amortized on a straight-line basis over periods of up to 40 years. The weighted-average life of the intangible assets as of December 31, 2014 is approximately 10 years. Amortization expense for the years ended December 31, 2014, 2013 and 2012, and the projected amortization expense for intangible assets over the next five years for the years ended December 31, assuming no further acquisitions or dispositions, is as follows:
(in millions)
Amortization
expense
 
Expected
amortization
expense
2012
$
48

 
 
2013
51

 
 
2014
48

 
 
2015
 
 
$
47

2016
 
 
47

2017
 
 
44

2018
 
 
37

2019

 
29

Taxes on Income
6 Months Ended 12 Months Ended
Jun. 30, 2015
Dec. 31, 2014
Taxes on Income
Income Taxes

The effective income tax rate for continuing operations was 32.6% and 32.4% for the three and six months ended June 30, 2015, respectively, and 32.9% and 33.4% for the three and six months ended June 30, 2014, respectively. The decrease in the effective income tax rate was primarily the result of an increase in income in lower tax rate jurisdictions during the six months ended June 30, 2015 and a non-recurring benefit recorded during the three months ended March 31, 2015.

At the end of each interim period, we estimate the annual effective tax rate and apply that rate to our ordinary quarterly earnings. The tax expense or benefit related to significant, unusual or extraordinary items that will be separately reported or reported net of their related tax effect, and are individually computed, is recognized in the interim period in which those items occur. In addition, the effect of changes in enacted tax laws or rates or tax status is recognized in the interim period in which the change occurs.

As of June 30, 2015 and December 31, 2014, the total amount of federal, state and local, and foreign unrecognized tax benefits was $138 million and $118 million, respectively, exclusive of interest and penalties. The increase in unrecognized tax benefits relates primarily to tax positions of prior years. We recognize accrued interest and penalties related to unrecognized tax benefits in interest expense and operating-related expense, respectively. In addition to the unrecognized tax benefits, as of June 30, 2015 and December 31, 2014, we had $27 million and $23 million respectively of accrued interest and penalties associated with uncertain tax positions.

Based on the current status of income tax audits, we believe that the total amount of unrecognized tax benefits may significantly decrease in the next twelve months. Although the ultimate resolution of our tax audits is unpredictable, the resulting change in our unrecognized tax benefits could have a material impact on our results of operations and/or cash flows.
Taxes on Income
Taxes on Income

Income before taxes on income resulted from domestic and foreign operations is as follows:
(in millions)
Year Ended December 31,
 
2014
 
2013
 
2012
Domestic operations
$
(423
)
 
$
821

 
$
800

Foreign operations
477

 
478

 
289

Total continuing income before taxes
$
54

 
$
1,299

 
$
1,089



The provision/(benefit) for taxes on income consists of the following:
(in millions)
Year Ended December 31,
 
2014
 
2013
 
2012
Federal:
 
 
 
 
 
Current
$
285

 
$
194

 
$
181

Deferred
(213
)
 
51

 
73

Total federal
72

 
245

 
254

Foreign:
 
 
 
 
 
Current
135

 
152

 
91

Deferred
1

 
(19
)
 
(9
)
Total foreign
136

 
133

 
82

State and local:
 
 
 
 
 
Current
62

 
37

 
38

Deferred
(25
)
 
10

 
14

Total state and local
37

 
47

 
52

Total provision for taxes for continuing operations
245

 
425

 
388

Provision for discontinued operations
140

 
299

 
27

Total provision for taxes
$
385

 
$
724

 
$
415



A reconciliation of the U.S. federal statutory income tax rate to our effective income tax rate for financial reporting purposes is as follows: 
 
Year Ended December 31,
 
2014
 
2013
 
2012
U.S. federal statutory income tax rate
35.0
 %
 
35.0
 %
 
35.0
 %
Legal and regulatory settlements
524.1

 

 

State and local income taxes
64.2

 
2.8

 
3.5

Foreign operations
(79.6
)
 
(3.9
)
 
(2.7
)
S&P Dow Jones Indices LLC joint venture
(60.2
)
 
(2.0
)
 
(1.1
)
Tax credits and incentives
(91.5
)
 
(2.1
)
 
(2.4
)
Other, net
61.7

 
2.9

 
3.3

Effective income tax rate for continuing operations
453.7
 %
 
32.7
 %
 
35.6
 %


The principal temporary differences between the accounting for income and expenses for financial reporting and income tax purposes are as follows: 
(in millions)
December 31,
 
2014
 
2013
Deferred tax assets:
 
 
 
Legal and regulatory settlements
$
305

 
$
6

Employee compensation
98

 
72

Accrued expenses
107

 
136

Postretirement benefits
140

 
32

Unearned revenue
24

 
55

Allowance for doubtful accounts
12

 
15

Loss carryforwards
29

 
28

Other
12

 
10

Total deferred tax assets
727

 
354

Deferred tax liabilities:
 
 
 
Goodwill and intangible assets 1
(377
)
 
(379
)
Fixed assets
(11
)
 
(55
)
Other

 

Total deferred tax liabilities
(388
)
 
(434
)
Net deferred income tax asset (liability) before valuation allowance
339

 
(80
)
Valuation allowance
(12
)
 
(5
)
Net deferred income tax asset (liability)
$
327

 
$
(85
)
Reported as:
 
 
 
Current deferred tax assets
$
363

 
$
108

Current deferred tax liabilities
(2
)
 
(10
)
Non-current deferred tax assets
22

 
23

Non-current deferred tax liabilities
(56
)
 
(206
)
Net deferred income tax asset (liability)
$
327

 
$
(85
)

1 
See Note 2 – Acquisitions and Divestitures for further discussion regarding the impact related to the S&P Dow Jones Indices LLC.

We record valuation allowances against deferred income tax assets when we determine that it is more likely than not based upon all the available evidence that such deferred income tax assets will not be realized. The valuation allowance is primarily related to operating losses.

We have not recorded deferred income taxes applicable to undistributed earnings of foreign subsidiaries that are indefinitely reinvested in foreign operations. Undistributed earnings that are indefinitely reinvested in foreign operations amounted to $1,239 million at December 31, 2014. Quantification of the deferred tax liability, if any, associated with indefinitely reinvested earnings is not practicable.

We made net income tax payments for continuing and discontinued operations totaling $419 million in 2014, $787 million in 2013, and $243 million in 2012. As of December 31, 2014, we had net operating loss carryforwards of $125 million, which will expire over various periods.

A reconciliation of the beginning and ending amount of unrecognized tax benefits is as follows:
(in millions)
Years ended December 31,
 
2014
 
2013
 
2012
Balance at beginning of year
$
82

 
$
74

 
$
58

Additions based on tax positions related to the current year
30

 
27

 
14

Additions for tax positions of prior years
33

 
10

 
3

Reduction for tax positions of prior years
(11
)
 
(9
)
 
(1
)
Reduction for settlements
(16
)
 
(20
)
 

Balance at end of year
$
118

 
$
82

 
$
74



The total amount of federal, state and local, and foreign unrecognized tax benefits as of December 31, 2014, 2013 and 2012 was $118 million, $82 million and $74 million, respectively, exclusive of interest and penalties. The increase of $52 million in 2014 (excluding settlements) is the amount of unrecognized tax benefits that unfavorably impacted tax expense. The unfavorable impact to the tax provision was partially offset by the resolution of tax audits in multiple jurisdictions.

We recognize accrued interest and penalties related to unrecognized tax benefits in interest expense and operating-related expense, respectively. In addition to the unrecognized tax benefits, as of December 31, 2014 and 2013, we had $23 million and $19 million, respectively, of accrued interest and penalties associated with uncertain tax positions.

During 2014, we completed the federal income tax audit for 2012 and made U.S. federal income tax payments in settlement of tax years 2011 and 2012. The U.S. federal income tax audits for 2013 and 2014 are in process. During 2013, we made a U.S. federal income tax payment in settlement of an issue related to tax years 2007 through 2010. Also during 2014, we completed various state and foreign tax audits and, with few exceptions, we are no longer subject to federal, state and local, or non-U.S. income tax examinations by tax authorities for the years before 2006. The impact to tax expense in 2014, 2013 and 2012 was not material.

We file income tax returns in the U.S. federal jurisdiction, various states, and foreign jurisdictions, and we are routinely under audit by many different tax authorities. We believe that our accrual for tax liabilities is adequate for all open audit years based on an assessment of many factors including past experience and interpretations of tax law. This assessment relies on estimates and assumptions and may involve a series of complex judgments about future events. It is possible that tax examinations will be settled prior to December 31, 2015. If any of these tax audit settlements do occur within that period, we would make any necessary adjustments to the accrual for unrecognized tax benefits. Until formal resolutions are reached between us and the tax authorities, the determination of a possible audit settlement range with respect to the impact on unrecognized tax benefits is not practicable.

Based on the current status of income tax audits, we believe that the total amount of unrecognized tax benefits may significantly decrease in the next twelve months. Although the ultimate resolution of our tax audits is unpredictable, the resulting change in our unrecognized tax benefits could have a material impact on our results of operations and/or cash flows.
Debt
6 Months Ended 12 Months Ended
Jun. 30, 2015
Dec. 31, 2014
Debt
Debt 
(in millions)
June 30,
2015
 
December 31,
2014
5.9% Senior Notes, due 2017 1
$
400

 
$
400

4.0% Senior Notes, due 2025 2
695

 

6.55% Senior Notes, due 2037 3
399

 
399

Long-term debt
$
1,494

 
$
799

1
Interest payments are due semiannually on April 15 and October 15, and, as of June 30, 2015, the unamortized debt discount is less than $1 million.
2
Interest payments are due semiannually on June 15 and December 15, and, as of June 30, 2015, the unamortized debt discount is approximately $5 million.
3
Interest payments are due semiannually on May 15 and November 15, and, as of June 30, 2015, the unamortized debt discount is approximately $1 million.

The fair value of our long-term debt borrowings was $1.6 billion and 0.9 billion as of June 30, 2015 and December 31, 2014, respectively, and was estimated based on quoted market prices.

On May 26, 2015, we issued $700 million of 4.0% senior notes due in 2025 and used a portion of the net proceeds for the repayment of short-term debt, including commercial paper. The 4.0% senior notes will mature on June 15, 2025 and are fully and unconditionally guaranteed by our wholly-owned subsidiary, Standard & Poor's Financial Services LLC.

On June 30, 2015, we entered into a revolving $1.2 billion five-year credit agreement (our “credit facility”) that will terminate on June 30, 2020. This credit facility replaced our $1.0 billion four-year credit facility that was scheduled to terminate on June 19, 2017. The previous credit facility was canceled immediately after the new credit facility became effective. There were no outstanding borrowings under the previous credit facility when it was replaced.

We have the ability to borrow $1.2 billion under our credit facility, which supports our $1.0 billion commercial paper program. As of June 30, 2015 and December 31, 2014, we had no commercial paper outstanding or borrowings outstanding under our credit facility. In connection with the payment of legal and regulatory settlements recorded in 2014 and paid largely in 2015, we utilized our commercial paper program and borrowed from our credit facility during the six months ended June 30, 2015.

We pay a commitment fee of 10 to 20 basis points for our credit facility, depending on our indebtedness to cash flow ratio, whether or not amounts have been borrowed and currently pay a commitment fee of 20 basis points. The interest rate on borrowings under our credit facility is, at our option, calculated using rates that are primarily based on either the prevailing London Inter-Bank Offer Rate, the prime rate determined by the administrative agent or the Federal Funds Rate. For certain borrowings under this credit facility, there is also a spread based on our indebtedness to cash flow ratio added to the applicable rate.

Our credit facility contains certain covenants. The only financial covenant requires that our indebtedness to cash flow ratio, as defined in our credit facility, is not greater than 4 to 1, and this covenant level has never been exceeded.
Debt
Debt

A summary of short-term and long-term debt outstanding is as follows:
(in millions)
December 31,
 
2014
 
2013
5.9% Senior Notes, due 2017 1
$
400

 
$
400

6.55% Senior Notes, due 2037 2
399

 
399

Commercial paper

 

Total debt
799

 
799

Less: short-term debt including current maturities

 

Long-term debt
$
799

 
$
799

1 
Interest payments are due semiannually on April 15 and October 15, and as of December 31, 2014, the unamortized debt discount is less than $1 million.
2 
Interest payments are due semiannually on May 15 and November 15, and as of December 31, 2014, the unamortized debt discount is approximately $1 million.

Annual long-term debt maturities are scheduled as follows based on book values as of December 31, 2014: no amounts due from 2015 – 2016, approximately $400 million due in 2017 and approximately $399 million due thereafter.

Currently, we have the ability to borrow a total of $1.0 billion through our commercial paper program, which is supported by our $1.0 billion four-year credit agreement (our "credit facility") that we entered into in June 2013 and will terminate on June 19, 2017. As of December 31, 2014 and 2013, we had no outstanding commercial paper.

We pay a commitment fee of 20 to 45 basis points for our credit facility, depending on our indebtedness to cash flow ratio, whether or not amounts have been borrowed and currently pay a commitment fee of 20 basis points. The interest rate on borrowings under our credit facility is, at our option, calculated using rates that are primarily based on either the prevailing London Inter-Bank Offer Rate, the prime rate determined by the administrative agent or the Federal Funds Rate. For certain borrowings under this credit facility there is also a spread based on our indebtedness to cash flow ratio added to the applicable rate.

Our credit facility contains certain covenants. The only financial covenant requires that our indebtedness to cash flow ratio, as defined in our credit facility, is not greater than 3.25 to 1, and this covenant has never been exceeded.
Employee Benefits
6 Months Ended 12 Months Ended
Jun. 30, 2015
Dec. 31, 2014
Employee Benefits
Employee Benefits

We maintain a number of active defined contribution retirement plans for our employees. The majority of our defined benefit plans are frozen. As a result, no new employees will be permitted to enter these plans and no additional benefits for current participants in the frozen plans will be accrued.

We have supplemental benefit plans that provide senior management with supplemental retirement, disability and death benefits. Certain supplemental retirement benefits are based on final monthly earnings. In addition, we sponsor voluntary 401(k) plans under which we may match employee contributions up to certain levels of compensation as well as profit-sharing plans under which we contribute a percentage of eligible employees' compensation to the employees' accounts.

We also provide certain medical, dental and life insurance benefits for active and retired employees and eligible dependents. The medical and dental plans and supplemental life insurance plan are contributory, while the basic life insurance plan is noncontributory. We currently do not prefund any of these plans.

We recognize the funded status of our defined benefit retirement and postretirement plans in the consolidated balance sheets, with a corresponding adjustment to accumulated other comprehensive loss, net of taxes. The amounts in accumulated other comprehensive loss represent unrecognized actuarial losses and unrecognized prior service costs. These amounts will be subsequently recognized as net periodic pension cost pursuant to our accounting policy for amortizing such amounts.

As discussed in our Form 10-K, we changed certain discount rate assumptions and our expected return on assets assumption for our retirement plans, which became effective on January 1, 2015. In addition, we updated the assumed mortality rates to reflect life expectancy improvements. The effect of the assumption changes for the three and six months ended June 30, 2015 resulted in an increase in pre-tax retirement expense of approximately $8 million and $16 million, respectively.

In the first six months of 2015, we contributed $11 million to our retirement plans and expect to make additional required contributions of approximately $4 million to our retirement plans during the remainder of the year. We may elect to make additional non-required contributions depending on investment performance and the pension plan status in the second half of 2015.
Employee Benefits
Employee Benefits

We maintain a number of active defined contribution retirement plans for our employees. The majority of our defined benefit plans are frozen. As a result, no new employees will be permitted to enter these plans and no additional benefits for current participants in the frozen plans will be accrued.

We also have supplemental benefit plans that provide senior management with supplemental retirement, disability and death benefits. Certain supplemental retirement benefits are based on final monthly earnings. In addition, we sponsor voluntary 401(k) plans under which we may match employee contributions up to certain levels of compensation as well as profit-sharing plans under which we contribute a percentage of eligible employees' compensation to the employees' accounts.

We also provide certain medical, dental and life insurance benefits for active and retired employees and eligible dependents. The medical and dental plans and supplemental life insurance plan are contributory, while the basic life insurance plan is noncontributory. We currently do not prefund any of these plans.

We recognize the funded status of our retirement and postretirement plans in the consolidated balance sheets, with a corresponding adjustment to accumulated other comprehensive income, net of taxes. The amounts in accumulated other comprehensive income represent net unrecognized actuarial losses and unrecognized prior service costs. These amounts will be subsequently recognized as net periodic pension cost pursuant to our accounting policy for amortizing such amounts.

As part of the sale of McGraw Hill Construction and MHE, described further in Note 2 – Acquisitions and Divestitures, we retained the benefit obligations and plan assets related to McGraw Hill Construction and MHE; however, the benefit cost for periods presented is bifurcated between continuing and discontinued operations.

Benefit Obligation

A summary of the benefit obligation and the fair value of plan assets, as well as the funded status for the retirement and postretirement plans as of December 31, is as follows (benefits paid in the table below include only those amounts contributed directly to or paid directly from plan assets): 
(in millions)
Retirement Plans
 
Postretirement Plans
 
2014
 
2013
 
2014
 
2013
Net benefit obligation at beginning of year
$
2,004

 
$
2,171

 
$
103

 
$
129

Service cost
5

 
10

 
1

 
2

Interest cost
99

 
91

 
4

 
5

Plan participants’ contributions

 

 
4

 
4

Actuarial loss (gain)
504

 
(178
)
 
5

 
(13
)
Gross benefits paid
(125
)
 
(77
)
 
(13
)
 
(13
)
Foreign currency effect
(25
)
 
8

 

 

Curtailment 1

 
(26
)
 

 
(11
)
Other adjustments

 
5

 
(8
)
 

Net benefit obligation at end of year
2,462

 
2,004

 
96

 
103

Fair value of plan assets at beginning of year
2,088

 
1,851

 

 

Actual return on plan assets
270

 
281

 

 

Employer contributions
22

 
27

 
9

 
9

Plan participants’ contributions

 

 
4

 
4

Gross benefits paid
(125
)
 
(77
)
 
(13
)
 
(13
)
Foreign currency effect
(19
)
 
6

 

 

Fair value of plan assets at end of year
2,236

 
2,088

 

 

Funded status
$
(226
)
 
$
84

 
$
(96
)
 
$
(103
)
Amounts recognized in consolidated balance sheets:
 
 
 
 
 
 
 
Non-current assets
$
28

 
$
261

 
$

 
$

Current liabilities
(8
)
 
(7
)
 
(9
)
 
(9
)
Non-current liabilities
(246
)
 
(170
)
 
(87
)
 
(94
)

$
(226
)
 
$
84

 
$
(96
)
 
$
(103
)
Accumulated benefit obligation
$
2,440

 
$
2,004

 
 
 
 
Plans with accumulated benefit obligation in excess of the fair value of plan assets:
 
 
 
 
 
 
 
Projected benefit obligation
$
2,046

 
$
176

 
 
 
 
Accumulated benefit obligation
$
2,024

 
$
158

 
 
 
 
Fair value of plan assets
$
1,792

 
$

 
 
 
 
Amounts recognized in accumulated other comprehensive loss, net of tax:
 
 
 
 
 
 
 
Net actuarial loss (gain)
$
452

 
$
227

 
$
(8
)
 
$
(11
)
Prior service credit
1

 
1

 
(5
)
 
(1
)
Total recognized
$
453

 
$
228

 
$
(13
)
 
$
(12
)

1 
The curtailment gain for our retirement plans in 2013 relates to a freeze of pension accruals for MHE employees as well as all remaining active employees in the United Kingdom ("U.K."). The curtailment gain for our postretirement plans relates to the sale of MHE on March 22, 2013.

The actuarial loss included in accumulated other comprehensive loss for our retirement plans and expected to be recognized in net periodic pension cost during the year ending December 31, 2015 is $21 million. There is no prior service credit included in accumulated other comprehensive loss for our retirement plans expected to be recognized in net periodic benefit cost during the year ending December 31, 2015.

There is no actuarial loss and an immaterial amount of prior service credit included in accumulated other comprehensive loss for our postretirement plans expected to be recognized in net periodic benefit cost during the year ending December 31, 2015.

Net Periodic Cost

For purposes of determining annual pension cost, prior service costs are being amortized straight-line over the average expected remaining lifetime of plan participants expected to receive benefits.

A summary of net periodic benefit cost for our retirement and postretirement plans for the years ended December 31, is as follows: 
(in millions)
Retirement Plans
 
Postretirement Plans
 
2014
 
2013
 
2012
 
2014
 
2013
 
2012
Service cost
$
5

 
$
10

 
$
24

 
$
1

 
$
2

 
$
3

Interest cost
99

 
91

 
93

 
4

 
5

 
5

Expected return on assets
(138
)
 
(129
)
 
(124
)
 

 

 

Amortization of:

 

 

 

 

 

Actuarial loss (gain)
11

 
26

 
32

 
(1
)
 

 

Prior service cost (credit)

 
5

 
(1
)
 

 
(1
)
 
(1
)
Curtailment 1

 
(8
)
 

 
(1
)
 
(12
)
 

Net periodic benefit cost
$
(23
)
 
$
(5
)
 
$
24

 
$
3

 
$
(6
)
 
$
7


1 
The curtailment gain for our retirement plans in 2013 relates to a freeze of pension accruals for MHE employees as well as all remaining active employees in the United Kingdom ("U.K."). The curtailment gain for our postretirement plans in 2014 is a result of plan changes effective October 31, 2014 eliminating retiree medical and life insurance benefits for active employees not retiring by July 1, 2016. The curtailment gain for our postretirement plans in 2013 relates to the sale of MHE on March 22, 2013.

Our U.K. retirement plan accounted for a benefit of $8 million in 2014, $10 million in 2013, including the $8 million curtailment gain discussed above, and $3 million in 2012 of the net periodic benefit cost attributable to the funded plans.

Other changes in plan assets and benefit obligations recognized in other comprehensive income, net of tax for the years ended December 31, are as follows: 
(in millions)
Retirement Plans
 
Postretirement Plans
 
2014
 
2013
 
2012
 
2014
 
2013
 
2012
Net actuarial loss (gain)
$
232

 
$
(213
)
 
$
116

 
$
3

 
$
(8
)
 
$
2

Recognized actuarial (gain) loss
(7
)
 
(15
)
 
(20
)
 
1

 

 

Prior service cost (credit)

 
5

 
2

 
(5
)
 

 
1

Total recognized
$
225

 
$
(223
)
 
$
98

 
$
(1
)
 
$
(8
)
 
$
3



The total cost for our retirement plans was $81 million for 2014, $96 million for 2013 and $129 million for 2012. Included in the total retirement plans cost are defined contribution plans cost of $74 million for 2014, $75 million for 2013 and $86 million for 2012.

Assumptions
 
Retirement Plans
 
Postretirement Plans
 
2014
 
2013
 
2012
 
2014
 
2013
 
2012
Benefit obligation:
 
 
 
 
 
 
 
 
 
 
 
Discount rate
4.15
%
 
5.00
%
 
4.10
%
 
3.60
%
 
4.20
%
 
3.45
%
Net periodic cost:
 
 
 
 
 
 
 
 
 
 
 
Weighted-average healthcare cost rate 1
 
 
 
 
 
 
7.0
%
 
7.0
%
 
7.5
%
Discount rate - U.S. plan 2
5.0
%
 
4.1
%
 
5.1
%
 
4.125
%
 
3.45
%
 
4.45
%
Discount rate - U.K. plan 2
4.5
%
 
4.8
%
 
5.1
%
 
 
 
 
 
 
Compensation increase factor - U.S. plan
N/A

 
N/A

 
4.5
%
 
 
 
 
 
 
Compensation increase factor - U.K. plan
N/A

 
5.75
%
 
5.85
%
 
 
 
 
 
 
Return on assets 3
7.125
%
 
7.25
%
 
7.75
%
 
 
 
 
 
 

1 
The assumed weighted-average healthcare cost trend rate will decrease ratably from 7% in 2014 to 5% in 2020 and remain at that level thereafter. Assumed healthcare cost trends have an effect on the amounts reported for the healthcare plans. A one percentage point change in assumed healthcare cost trend creates the following effects:
(in millions)
1% point
increase
 
1% point
decrease
Effect on postretirement obligation
$
5

 
$
(4
)

2 
Effective January 1, 2015, we changed our discount rate assumption on our U.S. retirement plans to 4.15% from 5.0% in 2014 and changed our discount rate assumption on our U.K. plan to 3.8% from 4.5% in 2014.
3 
The expected return on assets assumption is calculated based on the plan’s asset allocation strategy and projected market returns over the long-term. Effective January 1, 2015, we changed our return on assets assumption to 6.25% from 7.125% for the U.S. plan in 2014 and to 6.25% from 6.75% for the U.K. plan in 2014.

In addition to the assumptions in the above table, assumed mortality is also a key assumption in determining benefit obligations. At December 31, 2014, the Company updated the assumed mortality rates to reflect life expectancy improvements.

Cash Flows

In December 2003, the Medicare Prescription Drug, Improvement and Modernization Act of 2003 (the “Act”) was enacted. The Act established a prescription drug benefit under Medicare, known as “Medicare Part D”, and a federal subsidy to sponsors of retiree healthcare benefit plans that provide a benefit that is at least actuarially equivalent to Medicare Part D. Our benefits provided to certain participants are at least actuarially equivalent to Medicare Part D, and, accordingly, we are entitled to a subsidy.

Expected employer contributions in 2015 are $15 million for our retirement plans and $10 million for our postretirement plans. In 2015, we may elect to make additional non-required contributions depending on investment performance and the pension plan status. Information about the expected cash flows for our retirement and postretirement plans and the impact of the Medicare subsidy is as follows: 
(in millions)
 
 
Postretirement Plans 2
 
Retirement 1
Plans
 
Gross
payments
 
Retiree
contributions
 
Medicare
subsidy
 
Net
payments
2015
$
84

 
$
15

 
$
(5
)
 
$
(1
)
 
$
9

2016
88

 
15

 
(5
)
 
(1
)
 
9

2017
92

 
15

 
(5
)
 
(1
)
 
9

2018
96

 
15

 
(5
)
 
(1
)
 
9

2019
100

 
14

 
(5
)
 
(1
)
 
8

2020-2024
553

 
52

 
(15
)
 
(3
)
 
34

1 
Reflects the total benefits expected to be paid from the plans or from our assets including both our share of the benefit cost and the participants’ share of the cost.
2 
Reflects the total benefits expected to be paid from our assets.

Fair Value of Plan Assets

In accordance with authoritative guidance for fair value measurements certain assets and liabilities are required to be recorded at fair value. Fair value is defined as the amount that would be received for selling an asset or paid to transfer a liability in an orderly transaction between market participants. A fair value hierarchy has been established which requires us to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. The three levels of inputs used to measure fair value are as follows:
Level 1 - Unadjusted quoted prices in active markets for identical assets or liabilities.
Level 2 - Observable inputs other than Level 1 prices, such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities.
Level 3 - Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities.

The fair value of our defined benefit plans assets as of December 31, 2014 and 2013, by asset class is as follows:
(in millions)
December 31, 2014
 
Total
 
Level 1
 
Level 2
 
Level 3
Cash and short-term investments
$
176

 
$
17

 
$
159

 
$

Equities:

 

 

 

U.S. indexes 1
293

 
88

 
205

 

U.S. growth and value
204

 
147

 
57

 

U.K.
67

 
56

 
11

 

International, excluding U.K.
139

 
42

 
97

 

Fixed income:

 

 

 

Long duration strategy 2
1,165

 

 
1,165

 

Intermediate duration securities
25

 

 
25

 

Agency mortgage backed securities
6

 

 
6

 

Asset backed securities
18

 

 
18

 

Non-agency mortgage backed securities 3
37

 

 
37

 

U.K. 4
7

 

 
7

 

International, excluding U.K.
85

 

 
85

 

Other
14

 

 
14

 

Total
$
2,236

 
$
350

 
$
1,886

 
$

(in millions)
December 31, 2013
 
Total
 
Level 1
 
Level 2
 
Level 3
Cash, short-term investments, and other
$
68

 
$
20

 
$
48

 
$

Equities:

 

 

 

U.S. indexes 1
514

 
145

 
369

 

U.S. growth and value
373

 
325

 
48

 

U.K.
183

 
101

 
82

 

International, excluding U.K.
227

 
131

 
96

 

Fixed income:

 

 

 

Long duration strategy 2
517

 

 
517

 

Intermediate duration securities
11

 

 
11

 

Agency mortgage backed securities
7

 

 
7

 

Asset backed securities
16

 

 
16

 

Non-agency mortgage backed securities 3
45

 

 
45

 

U.K. 4
66

 

 
66

 

International, excluding U.K.
61

 

 
61

 

Total
$
2,088

 
$
722

 
$
1,366

 
$

1 
Includes securities that are tracked in the following indexes: S&P 500, S&P MidCap 400, S&P MidCap 400 Growth and S&P Smallcap 600.
2 
Includes securities that are investment grade obligations of issuers in the U.S.
3 
Includes U.S. mortgage-backed securities that are not backed by the U.S. government.
4 
Includes securities originated by the government of and other issuers from the U.K.

For securities that are quoted in active markets, the trustee/custodian determines fair value by applying securities’ prices obtained from its pricing vendors. For commingled funds that are not actively traded, the trustee applies pricing information provided by investment management firms to the unit quantities of such funds. Investment management firms employ their own pricing vendors to value the securities underlying each commingled fund. Underlying securities that are not actively traded derive their prices from investment managers, which in turn, employ vendors that use pricing models (e.g., discounted cash flow, comparables). The domestic defined benefit plans have no investment in our stock, except through the S&P 500 commingled index fund.

Pension Trusts’ Asset Allocations

There are two pension trusts, one in the U.S. and one in the U.K.
The U.S. pension trust had assets of $1.8 billion and $1.7 billion as of December 31, 2014 and 2013, respectively, and the target allocations in 2014 include 26% domestic equities, 6% international equities, and 68% debt securities and short-term investments.
The U.K. pension trust had assets of $443 million and $399 million as of December 31, 2014 and 2013, respectively, and the target allocations in 2014 include 30% equities, 40% diversified growth funds and 30% fixed income.

The pension assets are invested with the goal of producing a combination of capital growth, income and a liability hedge. The mix of assets is established after consideration of the long-term performance and risk characteristics of asset classes. Investments are selected based on their potential to enhance returns, preserve capital and reduce overall volatility. Holdings are diversified within each asset class. The portfolios employ a mix of index and actively managed equity strategies by market capitalization, style, geographic regions and economic sectors. The fixed income strategies include U.S. long duration securities, opportunistic fixed income securities and U.K. debt instruments. The short-term portfolio, whose primary goal is capital preservation for liquidity purposes, is composed of government and government-agency securities, uninvested cash, receivables and payables. The portfolios do not employ any financial leverage.

U.S. Defined Contribution Plans

Assets of the defined contribution plans in the U.S. consist primarily of investment options which include actively managed equity, indexed equity, actively managed equity/bond funds, target date funds, McGraw Hill Financial common stock, stable value and money market strategies. There is also a self-directed mutual fund investment option. The plans purchased 301,924 shares and sold 629,086 shares of McGraw Hill Financial common stock in 2014 and purchased 261,672 shares and sold 1,182,318 shares of McGraw Hill Financial common stock in 2013. The plans held approximately 1.9 million shares of McGraw Hill Financial common stock as of December 31, 2014 and 2.2 million shares as of December 31, 2013, with market values of $165 million and $172 million, respectively. The plans received dividends on McGraw Hill Financial common stock of $3 million during the year ended December 31, 2014 and $3 million during the year ended December 31, 2013.
Stock-Based Compensation
6 Months Ended 12 Months Ended
Jun. 30, 2015
Dec. 31, 2014
Stock-Based Compensation
Stock-Based Compensation

We issue stock-based incentive awards to our eligible employees and Directors under the 2002 Employee Stock Incentive Plan and a Director Deferred Stock Ownership Plan. The 2002 Employee Stock Incentive Plan permits the granting of nonqualified stock options, stock appreciation rights, performance stock, restricted stock and other stock-based awards.

Stock-based compensation for the periods ended June 30 is as follows:
(in millions)
Three Months
 
Six Months
 
2015
 
2014
 
2015
 
2014
Stock option expense
$
3

 
$
6

 
$
9

 
$
9

Restricted stock and unit awards expense
16

 
24

 
28

 
38

Total stock-based compensation expense 
$
19

 
$
30

 
$
37

 
$
47



During the six months ended June 30, 2015, the Company granted 0.5 million shares of restricted stock and unit awards, which had a weighted average grant date fair value of $104.62 per share, and a minimal amount of employee stock options.

Total unrecognized compensation expense related to unvested stock option awards and unvested restricted stock unit awards as of June 30, 2015 was $6 million and $92 million, respectively, which is expected to be recognized over a weighted average period of 1.6 years and 1.9 years, respectively.
Stock-Based Compensation
Stock-Based Compensation

We issue stock-based incentive awards to our eligible employees and Directors under the 2002 Employee Stock Incentive Plan and a Director Deferred Stock Ownership Plan.
2002 Employee Stock Incentive Plan (the “2002 Plan”) – The 2002 Plan permits the granting of nonqualified stock options, stock appreciation rights, performance stock, restricted stock and other stock-based awards.
Director Deferred Stock Ownership Plan – Under this plan, common stock reserved may be credited to deferred stock accounts for eligible Directors. In general, the plan requires that 50% of eligible Directors’ annual compensation plus dividend equivalents be credited to deferred stock accounts. Each Director may also elect to defer all or a portion of the remaining compensation and have an equivalent number of shares credited to the deferred stock account. Recipients under this plan are not required to provide consideration to us other than rendering service. Shares will be delivered as of the date a recipient ceases to be a member of the Board of Directors or within five years thereafter, if so elected. The plan will remain in effect until terminated by the Board of Directors or until no shares of stock remain available under the plan.

The number of common shares reserved for issuance are as follows: 
(in millions)
December 31,
 
2014
 
2013
Shares available for granting under the 2002 Plan
31.4
 
30.3
Options outstanding
8.1
 
12.2
Total shares reserved for issuance 1
39.5
 
42.5
1
Shares reserved for issuance under the Director Deferred Stock Ownership Plan are not included in the total, but are approximately 0.1 million.

We issue treasury shares upon exercise of stock options and the issuance of restricted stock and unit awards. To offset the dilutive effect of the exercise of employee stock options, we periodically repurchase shares. See Note 8 – Equity for further discussion.

Stock-based compensation expense and the corresponding tax benefit are as follows: 
(in millions)
Year Ended December 31,
 
2014
 
2013
 
2012
Stock option expense
$
21

 
$
13

 
$
10

Restricted stock and unit awards expense
79

 
83

 
80

Total stock-based compensation expense
$
100

 
$
96

 
$
90

 
 
 
 
 
 
Tax benefit
$
38

 
$
37

 
$
35



Stock-based compensation of $2 million, $10 million and $19 million is recorded in discontinued operations for the years ended December 31, 2014, 2013 and 2012, respectively, as a result of the sale of MHE and McGraw Hill Construction described further in Note 2 – Acquisitions and Divestitures. Additionally, stock-based compensation expense for the year ended December 31, 2012 include amounts related to employees at the Company's corporate offices who transferred to MHE of $5 million.

Stock Options

Stock options may not be granted at a price less than the fair market value of our common stock on the date of grant. Stock options granted in 2014 and 2013 vest over a three year service period in equal annual installments and have a maximum term of 10 years. Stock option compensation costs for 2014 and 2013 grants are recognized from the date of grant, utilizing a three-year graded vesting method. Under this method, one-third of the costs are ratably recognized over the first twelve months, one-third of the costs are ratably recognized over a twenty-four month period starting from the date of grant with the remaining costs ratably recognized over a thirty-six month period starting from the date of grant.

Stock options granted in 2011 and prior years vest over a two year service period in equal annual installments and have a maximum term of 10 years. Stock option compensation costs for 2011 and prior year grants are recognized from the date of grant, utilizing a two-year graded vesting method. Under this method, fifty percent of the costs are ratably recognized over the first twelve months with the remaining costs ratably recognized over a twenty-four month period starting from the date of grant.

We use a lattice-based option-pricing model to estimate the fair value of options granted. The following assumptions were used in valuing the options granted (in 2012, stock options were not granted as part of employees' total stock-based incentive awards): 
 
Year Ended December 31,
 
2014

 
2013

 
2012
Risk-free average interest rate
0.1 - 2.9%

 
0.1 - 2.9%

 
N/A
Dividend yield
1.8 - 1.4%

 
2.09 - 2.07%

 
N/A
Volatility
18 - 41%

 
29 - 45%

 
N/A
Expected life (years)
6.25 - 6.21

 
6.1 - 6.2

 
N/A
Weighted-average grant-date fair value per option
$
23.41

 
$
14.46

 
N/A


Because lattice-based option-pricing models incorporate ranges of assumptions, those ranges are disclosed. These assumptions are based on multiple factors, including historical exercise patterns, post-vesting termination rates, expected future exercise patterns and the expected volatility of our stock price. The risk-free interest rate is the imputed forward rate based on the U.S. Treasury yield at the date of grant. We use the historical volatility of our stock price over the expected term of the options to estimate the expected volatility. The expected term of options granted is derived from the output of the lattice model and represents the period of time that options granted are expected to be outstanding.

Stock option activity is as follows: 
(in millions, except per award amounts)
Shares

Weighted average exercise price

Weighted-average remaining years of contractual term

Aggregate intrinsic value
Options outstanding as of December 31, 2013
12.2

 
$
41.78

 
 
 
 
Granted
0.8

1 

$
77.85

 
 
 
 
Exercised
(4.8
)
 
$
72.04

 
 
 
 
Canceled, forfeited and expired
(0.1
)
 
$
50.96

 
 
 
 
Options outstanding as of December 31, 2014
8.1

 
$
45.18

 
4.8
 
$
356

Options exercisable as of December 31, 2014
6.5

 
$
40.28

 
3.8
 
$
317


(in millions, except per award amounts)
Shares

Weighted-average grant-date fair value
Nonvested options outstanding as of December 31, 2013
1.3

 
$
14.46

Granted
0.8

 
$
23.41

Vested
(0.4
)
 
$
14.47

Forfeited
(0.1
)
 
$
15.68

Nonvested options outstanding as of December 31, 2014
1.6

 
$
19.00

Total unrecognized compensation expense related to nonvested options
$
12

 
 
Weighted-average years to be recognized over
2.1

 
 

The total fair value of our stock options that vested during the years ended December 31, 2014, 2013 and 2012 was $6 million, $12 million and $21 million, respectively. In 2012, stock options were not granted as part of employees' total stock-based incentive awards which contributed to the decrease in the fair value of our stock options that vested during the year ended December 31, 2013.

We receive a tax deduction for certain stock option exercises during the period in which the options are exercised, generally for the excess of the quoted market value of the stock at the time of the exercise of the options over the exercise price of the options (“intrinsic value”). For the years ended December 31, 2014, 2013 and 2012, $128 million, $43 million and $42 million, respectively, of excess tax benefits from stock options exercised are reported in our cash flows used for financing activities.

Information regarding our stock option exercises is as follows: 
(in millions)
Year Ended December 31,
 
2014
 
2013
 
2012
Net cash proceeds from the exercise of stock options
$
193

 
$
258

 
$
299

Total intrinsic value of stock option exercises
$
168

 
$
158

 
$
120

Income tax benefit realized from stock option exercises
$
73

 
$
61

 
$
47


Restricted Stock and Unit Awards

Restricted stock and unit awards (performance and non-performance) have been granted under the 2002 Plan. Restricted stock and unit performance awards will vest only if we achieve certain financial goals over the performance period. Restricted stock non-performance awards have various vesting periods (generally three years), with vesting beginning on the first anniversary of the awards. Recipients of restricted stock and unit awards are not required to provide consideration to us other than rendering service.

The stock-based compensation expense for restricted stock and unit awards is determined based on the market price of our stock at the grant date of the award applied to the total number of awards that are anticipated to fully vest. For restricted stock and unit performance awards, adjustments are made to expense dependent upon financial goals achieved.

Restricted stock and unit activity for performance and non-performance awards is as follows: 
(in millions, except per award amounts)
Shares
 
Weighted-average grant-date fair value
Nonvested shares as of December 31, 2013
3.1

 
$
47.89

Granted
0.7

 
$
77.74

Vested
(1.9
)
 
$
44.54

Forfeited
(0.2
)
 
$
57.26

Nonvested shares as of December 31, 2014
1.7

 
$
61.56

Total unrecognized compensation expense related to nonvested awards
$
68

 
 
Weighted-average years to be recognized over
1.6

 
 


 
Year Ended December 31,
 
2014
 
2013
 
2012
Weighted-average grant-date fair value per award
$
77.74

 
$
44.22

 
$
44.38

Total fair value of restricted stock and unit awards vested
$
88

 
$
119

 
$
90

Tax benefit relating to restricted stock activity
$
30

 
$
33

 
$
32

Equity
6 Months Ended 12 Months Ended
Jun. 30, 2015
Dec. 31, 2014
Equity
Equity

Stock Repurchases

On December 4, 2013, the Board of Directors approved a share repurchase program authorizing the purchase of 50 million shares, which was approximately 18% of the total shares of our outstanding common stock at that time.

In any period, share repurchase transactions could result in timing differences between the recognition of those repurchases and their settlement for cash. This could result in a difference between the cash used for financing activities related to common stock repurchased and the comparable change in equity.

Share repurchases for the periods ended June 30 were as follows: 
(in millions, except average price)
Three Months
 
Six Months
 
2015
 
2014
 
2015
 
2014
Total number of shares purchased 1
1.6

 
2.2

 
2.6

 
4.4

Average price paid per share 1
$
104.82

 
$
79.65

 
$
104.62

 
$
79.06

Total cash utilized 2
$
164

 
$
177

 
$
274

 
$
352


1
On June 25, 2014, we repurchased 0.5 million shares of the Company's common stock from the personal holdings of Harold W. McGraw III, then Chairman of the Company's Board of Directors and former President and CEO of the Company, at a discount of 0.35% from the June 24, 2014 New York Stock Exchange closing price. We repurchased these shares with cash for $41 million at an average price of $82.66 per share. See Note 13 — Related Party Transactions for further information.
2 
In December of 2013, 0.1 million shares were repurchased for approximately $10 million, which settled in January of 2014. Cash used for financing activities only reflects those shares which settled during the six months ended June 30, 2014 resulting in $362 million of cash used to repurchase shares.

Our purchased shares may be used for general corporate purposes, including the issuance of shares for stock compensation plans and to offset the dilutive effect of the exercise of employee stock options. As of June 30, 2015, 42.9 million shares remained available under the current share repurchase program which has no expiration date and purchases under this program may be made from time to time on the open market and in private transactions, depending on market conditions.

Redeemable Noncontrolling Interests

The agreement with the minority partners of our S&P Dow Jones Indices LLC established in June of 2012 contains redemption features whereby interests held by minority partners are redeemable either (i) at the option of the holder or (ii) upon the occurrence of an event that is not solely within our control. Specifically, under the terms of the operating agreement of S&P Dow Jones Indices LLC, after December 31, 2017, CME Group, Inc. ("CME Group") and CME Group Index Services LLC ("CGIS") will have the right at any time to sell, and we are obligated to buy, at least 20% of their share in S&P Dow Jones Indices LLC. In addition, in the event there is a change of control of the Company, for the 15 days following a change in control, CME Group and CGIS will have the right to put their interest to us at the then fair value of CME Group's and CGIS' minority interest.

If interests were to be redeemed under this agreement, we would generally be required to purchase the interest at fair value on the date of redemption. This interest is presented on the consolidated balance sheets outside of equity under the caption “Redeemable noncontrolling interest” with an initial value based on fair value for the portion attributable to the net assets we acquired, and based on our historical cost for the portion attributable to our S&P Index business. We adjust the redeemable noncontrolling interest each reporting period to its estimated redemption value, but never less than its initial fair value, considering a combination of an income and market valuation approach. Our income and market valuation approaches may incorporate Level 3 fair value measures for instances when observable inputs are not available, including assumptions related to expected future net cash flows, long-term growth rates, the timing and nature of tax attributes, and the redemption features. Any adjustments to the redemption value will impact retained income.

Noncontrolling interests that do not contain such redemption features are presented in equity.

Changes to redeemable noncontrolling interest during the six months ended June 30, 2015 were as follows:
(in millions)
 
Balance as of December 31, 2014
$
810

Net income attributable to noncontrolling interest
50

Distributions payable to noncontrolling interest
(34
)
Redemption value adjustment
(16
)
Balance as of June 30, 2015
$
810


Accumulated Other Comprehensive Loss

The following table summarizes the changes in the components of accumulated other comprehensive loss for the six months ended June 30, 2015:
(in millions)
Foreign Currency Translation Adjustment
 
Pension and Postretirement Benefit Plans
 
Unrealized Gain (Loss) on Forward Exchange Contracts
 
Accumulated Other Comprehensive Loss
Balance as of December 31, 2014
$
(83
)
 
$
(431
)
 
$

 
$
(514
)
Other comprehensive income before reclassifications
(34
)
 
31

 

 
(3
)
Reclassifications from accumulated other comprehensive loss to net earnings

 
6

1 


 
6

Net other comprehensive income
(34
)
 
37

 

 
3

Balance as of June 30, 2015
$
(117
)
 
$
(394
)
 
$

 
$
(511
)

1 
See Note 5 Employee Benefits for additional details of items reclassed from accumulated other comprehensive loss to net earnings.

The net actuarial loss and prior service cost related to pension and other postretirement benefit plans included in other comprehensive income is net of a tax provision of $4 million for the six months ended June 30, 2015.
Equity
Equity

Capital Stock

Two million shares of preferred stock, par value $1 per share, are authorized; none have been issued.

On February 12, 2015, the Board of Directors approved an increase in the dividends for 2015 to a quarterly rate of $0.33 per common share. 
 
Year Ended December 31,
 
2014
 
2013
 
2012
Quarterly dividend rate
$
0.30

 
$
0.28

 
$
0.255

Annualized dividend rate
$
1.20

 
$
1.12

 
$
1.02

Special dividend
$

 
$

 
$
2.50

Dividends paid (in millions)
$
326

 
$
308

 
$
984



Stock Repurchases

On December 4, 2013, the Board of Directors approved a stock repurchase program authorizing the purchase of 50 million shares (the "2013 Repurchase Program"), which was approximately 18% of the total shares of our outstanding common stock at that time. In 2011, the Board of Directors approved a stock repurchase program authorizing the purchase of up to 50 million shares (the “2011 Repurchase Program”), which was approximately 17% of the total shares of our outstanding common stock at that time.

Share repurchases were as follows: 
(in millions, except average price)
Year Ended December 31,
 
2014
 
2013
 
2012
Total number of shares purchased - 2013 Repurchase Program
4.4

 

 

Total number of shares purchased - 2011 Repurchase Program 1, 2

 
16.9

 
6.8

Average price paid per share 2.3
$
79.06

 
$
58.52

 
$
50.35

Total cash utilized 3
$
352

 
$
989

 
$
295

1 
2013 and 2012 include shares received as part of our accelerated share repurchase agreements as described in more detail below.
2 
On June 25, 2014, we repurchased 0.5 million shares of the Company's common stock from the personal holdings of Harold W. McGraw III, Chairman of the Company's Board of Directors and former President and CEO of the Company, at a discount of 0.35% from the June 24, 2014 New York Stock Exchange closing price. We repurchased these shares with cash for $41 million at an average price of $82.66 per share. See Note 13 Related Party Transactions for further information.
3 
In December 2013, 0.1 million shares were repurchased for approximately $10 million, which settled in January 2014. Excluding these 0.1 million shares, the average price paid per share was $58.36. Cash used for financing activities only reflects those shares which settled during the year ended December 31, 2014 resulting in $362 million of cash used to repurchase shares.
Our purchased shares may be used for general corporate purposes, including the issuance of shares for stock compensation plans and to offset the dilutive effect of the exercise of employee stock options. As of December 31, 2014, 45.6 million shares remained available under the 2013 Repurchase Program. As of December 31, 2014, there were no remaining shares available under the 2011 Repurchase Program. The 2013 Repurchase Program has no expiration date and purchases under this program may be made from time to time on the open market and in private transactions, depending on market conditions.

Accelerated Share Repurchase Program

We entered into an accelerated share repurchase (“ASR”) agreement with a financial institution on March 25, 2013 to initiate share repurchases aggregating $500 million. The ASR agreement was structured as a capped ASR agreement in which we paid $500 million and received an initial delivery of approximately 7.2 million shares during the three months ended March 31, 2013, with an additional 1.4 million shares received on April 1, 2013, in the aggregate, representing the minimum number of shares of our common stock to be repurchased based on a calculation using a specific capped price per share. The total number of shares ultimately purchased was determined based on the volume weighted-average share price (“VWAP”), minus a discount, of our common stock from March 25, 2013 through July 22, 2013. On July 25, 2013 we received a final incremental delivery of 0.7 million shares determined using a VWAP of $53.7995 bringing the total amount of shares received to 9.3 million.
In December 2011, we entered into two separate ASR agreements with a financial institution to initiate share repurchases aggregating $500 million. The first ASR agreement was structured as an uncollared ASR agreement for the repurchase of $250 million of shares at a per share price equal to the VWAP of our common stock between December 7, 2011 and February 22, 2012. We purchased and received approximately 5 million and 0.8 million shares in December 2011 and February 2012, respectively, under the agreement. The second agreement was structured as a capped agreement for the repurchase of 250 million of shares where we purchased and received 5 million and 0.1 million shares in December 2011 and April 2012, respectively.
Redeemable Noncontrolling Interests

The agreement with the minority partners of our S&P Dow Jones Indices LLC partnership discussed in Note 2 – Acquisitions and Divestitures contains redemption features whereby interests held by minority partners are redeemable either (i) at the option of the holder or (ii) upon the occurrence of an event that is not solely within our control. Specifically, under the terms of the operating agreement of S&P Dow Jones Indices LLC, after December 31, 2017, CME Group and CGIS will have the right at any time to sell, and we are obligated to buy, at least 20% of their share in S&P Dow Jones Indices LLC. In addition, in the event there is a change of control of the Company, for the 15 days following a change in control, CME Group and CGIS will have the right to put their interest to us at the then fair value of CME Group's and CGIS' minority interest.

If interests were to be redeemed under this agreement, we would generally be required to purchase the interest at fair value on the date of redemption. This interest is presented on the consolidated balance sheets outside of equity under the caption “Redeemable noncontrolling interest” with an initial value based on fair value for the portion attributable to the net assets we acquired, and based on our historical cost for the portion attributable to our S&P Index business. We adjust the redeemable noncontrolling interest each reporting period to its estimated redemption value, but never less than its initial fair value, considering a combination of an income and market valuation approach. Our income and market valuation approaches may incorporate Level 3 fair value measures for instances when observable inputs are not available, including assumptions related to expected future net cash flows, long-term growth rates, the timing and nature of tax attributes, and the redemption features. Any adjustments to the redemption value will impact retained income.

Noncontrolling interests that do not contain such redemption features are presented in equity.






Changes to redeemable noncontrolling interest during the year ended December 31, 2014 were as follows:
(in millions)
 
Balance as of December 31, 2013
$
810

Net income attributable to noncontrolling interest
92

Distributions to noncontrolling interest
(91
)
Redemption value adjustment
(1
)
Balance as of December 31, 2014
$
810



Accumulated Other Comprehensive Loss

The following table summarizes the changes in the components of accumulated other comprehensive loss for the year ended December 31, 2014:
(in millions)
Foreign Currency Translation Adjustment
 
Pension and Postretirement Benefit Plans
 
Unrealized Gain (Loss) on Forward Exchange Contracts
 
Accumulated Other Comprehensive Loss
Balance as of December 31, 2013
$
23

 
$
(216
)
 
$
(3
)
 
$
(196
)
Other comprehensive income before reclassifications
(106
)
 
(221
)
 
3

 
(324
)
Reclassifications from accumulated other comprehensive loss to net earnings

 
6

1 


 
6

Net other comprehensive income
(106
)
 
(215
)
 
3

 
(318
)
Balance as of December 31, 2014
$
(83
)
 
$
(431
)
 
$

 
$
(514
)
1 
See Note 6 Employee Benefits for additional details of items reclassed from accumulated other comprehensive loss to net earnings.

The net actuarial loss and prior service cost related to pension and other postretirement benefit plans included in other comprehensive income is net of a tax provision of $3 million for the twelve months ended December 31, 2014.
Earnings (Loss) per Share
6 Months Ended 12 Months Ended
Jun. 30, 2015
Dec. 31, 2014
Earnings Per Share
Earnings Per Share

Basic earnings per common share (“EPS”) is computed by dividing net income attributable to the common shareholders of the Company by the weighted-average number of common shares outstanding. Diluted EPS is computed in the same manner as basic EPS, except the number of shares is increased to include additional common shares that would have been outstanding if potential common shares with a dilutive effect had been issued. Potential common shares consist primarily of stock options and restricted performance shares calculated using the treasury stock method.

The calculation for basic and diluted EPS for the periods ended June 30 is as follows: 
(in millions, except per share amounts)
Three Months
 
Six Months
 
2015
 
2014
 
2015
 
2014
Amounts attributable to McGraw Hill Financial, Inc. common shareholders:
 
 
 
 
 
 
 
Income from continuing operations
$
353

 
$
286

 
$
656

 
$
528

Income from discontinued operations

 
6

 

 
12

Net income
$
353

 
$
292

 
$
656

 
$
540

 
 
 
 
 
 
 
 
Basic weighted-average number of common shares outstanding
273.1

 
271.5

 
273.3

 
271.7

Effect of stock options and other dilutive securities
2.6

 
4.6

 
2.7

 
5.0

Diluted weighted-average number of common shares outstanding
275.7

 
276.1

 
276.0

 
276.7

 
 
 
 
 
 
 
 
Earnings per share attributable to McGraw Hill Financial, Inc. common shareholders:
 
 
 
 
 
 
 
Income from continuing operations:
 
 
 
 
 
 
 
Basic
$
1.29

 
$
1.05

 
$
2.40

 
$
1.94

Diluted
$
1.28

 
$
1.04

 
$
2.38

 
$
1.91

Income from discontinued operations:
 
 
 
 
 
 
 
Basic
$

 
$
0.02

 
$

 
$
0.05

Diluted
$

 
$
0.02

 
$

 
$
0.05

Net income:
 
 
 
 
 
 
 
Basic
$
1.29

 
$
1.08

 
$
2.40

 
$
1.99

Diluted
$
1.28

 
$
1.06

 
$
2.38

 
$
1.95



We have certain stock options and restricted performance shares that are potentially excluded from the computation of diluted EPS. The effect of the potential exercise of stock options is excluded when the average market price of our common stock is lower than the exercise price of the related option during the period because the effect would have been antidilutive. Additionally, restricted performance shares are excluded because the necessary vesting conditions had not been met. For the three and six months ended June 30, 2015, there were no stock options excluded, and for the three and six months ended June 30, 2014, there were a minimal amount of stock options excluded. Restricted performance shares outstanding of 1.7 million and 1.4 million as of June 30, 2015 and 2014, respectively, were excluded.
Earnings Per Share
Earnings (Loss) per Share

Basic earnings (loss) per common share is computed by dividing net income (loss) attributable to the common shareholders of the Company by the weighted-average number of common shares outstanding. Diluted earnings (loss) per share is computed in the same manner as basic earnings (loss) per share, except the number of shares is increased to include additional common shares that would have been outstanding if potential common shares with a dilutive effect had been issued. Potential common shares consist primarily of stock options, restricted stock and restricted stock units calculated using the treasury stock method.

The calculation for basic and diluted earnings (loss) per share is as follows:
(in millions, except per share data)
Year Ended December 31,
 
2014
 
2013
 
2012
Amount attributable to McGraw Hill Financial, Inc. common shareholders:
 
 
 
 
 
(Loss) income from continuing operations
$
(293
)
 
$
783

 
$
651

Income (loss) from discontinued operations
178

 
593

 
(214
)
Net (loss) income attributable to the Company
$
(115
)
 
$
1,376

 
$
437

 
 
 
 
 
 
Basic weighted-average number of common shares outstanding
271.5

 
274.5

 
278.6

Effect of stock options and other dilutive securities

 
5.3

 
6.0

Diluted weighted-average number of common shares outstanding
271.5

 
279.8

 
284.6

 
 
 
 
 
 
(Loss) income from continuing operations:
 
 
 
 
 
Basic
$
(1.08
)
 
$
2.85

 
$
2.33

Diluted
$
(1.08
)
 
$
2.80

 
$
2.29

Income (loss) from discontinued operations:
 
 
 
 
 
Basic
$
0.66

 
$
2.16

 
$
(0.77
)
Diluted
$
0.66

 
$
2.12

 
$
(0.75
)
Net (loss) income:
 
 
 
 
 
Basic
$
(0.42
)
 
$
5.01

 
$
1.57

Diluted
$
(0.42
)
 
$
4.91

 
$
1.53



Each period we have certain stock options and restricted performance shares that are excluded from the computation of diluted earnings (loss) per share. The effect of the potential exercise of stock options is excluded when a loss from continuing operations exists or when the average market price of our common stock is lower than the exercise price of the related option during the period because the effect would have been antidilutive. Additionally, restricted performance shares are excluded when a loss from continuing operations exists or because the necessary vesting conditions had not been met. As of December 31, 2014, there were 2.9 million stock options excluded as compared to 1.2 million and 3.4 million stock options excluded for the years ended December 31, 2013 and 2012, respectively. Additionally, restricted performance shares outstanding of 3.2 million, 0.9 million and 1.4 million as of December 31, 2014, 2013 and 2012, respectively, were excluded.
Restructuring
6 Months Ended 12 Months Ended
Jun. 30, 2015
Dec. 31, 2014
Restructuring
Restructuring

During 2015 and 2014, we continued to evaluate our cost structure and further identified cost savings associated with streamlining our management structure and additionally, in 2014, our decision to exit non-strategic businesses. Our 2015 and 2014 restructuring plans consisted of a company-wide workforce reduction of approximately 260 and 590 positions, respectively, and are further detailed below. The charges for each restructuring plan are classified as selling and general expenses within the consolidated statements of income and the reserves are included in other current liabilities in the consolidated balance sheets.

In certain circumstances, reserves are no longer needed because of efficiencies in carrying out the plans or because employees previously identified for separation resigned from the Company and did not receive severance or were reassigned due to circumstances not foreseen when the original plans were initiated. In these cases, we reverse reserves through the consolidated statements of income during the period when it is determined they are no longer needed.

As part of the sale of McGraw Hill Construction, which has historically been part of our C&C segment, to Symphony Technology Group, described further in Note 2 Acquisitions and Divestitures, we have retained McGraw Hill Construction's restructuring liabilities. Therefore, the remaining reserves described below for the 2014 restructuring plan include McGraw Hill Construction's restructuring liability; however, the initial charge associated with the reserve has been bifurcated between continuing and discontinued operations.

The initial restructuring charge recorded and the ending reserve balance as of June 30, 2015 by segment is as follows:
 
2015 Restructuring Plan
2014 Restructuring Plan
(in millions)
Initial Charge Recorded
 
Ending Reserve Balance
Initial Charge Recorded
 
Ending Reserve Balance
S&P Ratings
$
11

 
$
11

$
45

 
$
21

S&P Capital IQ
13

 
12

9

 
3

C&C 1
3

 
2

16

 
6

Corporate
3

 
3

16

 
11

Total
$
30

 
$
28

$
86

 
$
41


1 
The 2014 restructuring plan included an initial charge of $3 million and an ending reserve balance of $1 million for McGraw Hill Construction.

We recorded a pre-tax restructuring charge of $30 million for the 2015 restructuring plan during the six months ended June 30, 2015 and have reduced the reserve for the 2015 restructuring plan by $2 million.

The ending reserve balance for the 2014 restructuring plan was $78 million as of December 31, 2014. For the six months ended June 30, 2015, we have reduced the reserve for the 2014 restructuring plan by $37 million.
Restructuring
Restructuring

During 2014 and 2013, we continued to evaluate our cost structure and further identified cost savings associated with streamlining our management structure and our decision to exit non-strategic businesses. Our 2014 and 2013 restructuring plans consisted of a company-wide workforce reduction of approximately 590 positions and 520 positions, respectively, and are further detailed below. The charges for each restructuring plan are classified as selling and general expenses within the consolidated statements of income and the reserves are included in other current liabilities in the consolidated balance sheets.

In certain circumstances, reserves are no longer needed because of efficiencies in carrying out the plans or because employees previously identified for separation resigned from the Company and did not receive severance or were reassigned due to circumstances not foreseen when the original plans were initiated. In these cases, we reverse reserves through the consolidated statements of income during the period when it is determined they are no longer needed. There was approximately $7 million of reserves from the 2012 restructuring plan that we have reversed in 2013, which offset the initial charge of $49 million recorded for the 2013 restructuring plan.

As part of the sale of McGraw Hill Construction, which has historically been part of our C&C segment, to Symphony Technology Group, described further in Note 2 Acquisitions and Divestitures, we have retained McGraw Hill Construction's restructuring liabilities. Therefore, the remaining reserves described below include McGraw Hill Construction's restructuring liability; however, the initial charge associated with the reserve has been bifurcated between continuing and discontinued operations.

The initial restructuring charge recorded and the ending reserve balance as of December 31, 2014 by segment is as follows:
 
2014 Restructuring Plan
 
2013 Restructuring Plan
(in millions)
Initial Charge Recorded
 
Ending Reserve Balance
 
Initial Charge Recorded
 
Ending Reserve Balance
S&P Ratings
$
45

 
$
42

 
$
13

 
2

S&P Capital IQ
9

 
7

 
10

 
1

C&C 1
16

 
14

 
10

 
2

Corporate
16

 
15

 
16

 
2

Total
$
86

 
$
78

 
$
49

 
$
7


1 
The 2014 restructuring plan includes an initial charge of $3 million and an ending reserve balance of $1 million for McGraw Hill Construction. The 2013 restructuring plan includes an initial charge of $1 million and an ending reserve balance of less than $1 million for McGraw Hill Construction.

For the year ended December 31, 2014, we have reduced the reserve for the 2014 restructuring plan by $9 million and for the years ended December 31, 2014 and 2013, we have reduced the reserve for the 2013 restructuring plan by $32 million and $10 million, respectively. The reductions primarily related to cash payments for employee severance costs.
Segment and Geographic Information
6 Months Ended 12 Months Ended
Jun. 30, 2015
Dec. 31, 2014
Segment and Geographic Information
Segment and Related Information

We have four reportable segments: S&P Ratings, S&P Capital IQ, S&P DJ Indices and C&C. Our Chief Executive Officer is our chief operating decision-maker and evaluates performance of our segments and allocates resources based primarily on operating profit. Segment operating profit does not include unallocated expense or interest expense as these are costs that do not affect the operating results of our segments.

A summary of operating results by segment for the periods ended June 30 is as follows: 
Three Months
2015
 
2014
(in millions)
Revenue
 
Operating Profit
 
Revenue
 
Operating Profit
S&P Ratings 1
$
658

 
$
361

 
$
664

 
$
308

S&P Capital IQ
324

 
63

 
307

 
54

S&P DJ Indices
148

 
96

 
133

 
82

C&C
234

 
87

 
219

 
77

Intersegment elimination 2
(22
)
 

 
(21
)
 

Total operating segments
1,342

 
607

 
1,302

 
521

Unallocated expense 3

 
(25
)
 

 
(45
)
Total
$
1,342

 
$
582

 
$
1,302

 
$
476


Six Months
2015
 
2014
(in millions)
Revenue
 
Operating Profit
 
Revenue
 
Operating Profit
S&P Ratings 1
$
1,264

 
$
652

 
$
1,233

 
$
548

S&P Capital IQ
644

 
125

 
608

 
107

S&P DJ Indices
291

 
191

 
269

 
174

C&C
459

 
173

 
431

 
146

Intersegment elimination 2
(43
)
 

 
(43
)
 

Total operating segments
2,615

 
1,141

 
2,498

 
975

Unallocated expense 3

 
(58
)
 

 
(79
)
Total
$
2,615

 
$
1,083

 
$
2,498

 
$
896


1 
Operating profit for the three and six months ended June 30, 2015 include a benefit related to legal settlement insurance recoveries of $45 million and $80 million, respectively, partially offset by legal settlement charges of $4 million and $34 million, respectively.
2 
Revenue for S&P Ratings and expenses for S&P Capital IQ include an intersegment royalty charged to S&P Capital IQ for the rights to use and distribute content and data developed by S&P Ratings.
3 
The three and six months ended June 30, 2015 include a gain of $11 million related to the sale of our interest in a legacy McGraw Hill Construction investment. See Note 2 Acquisitions and Divestitures for additional information.

See Note 2 Acquisitions and Divestitures and Note 9 Restructuring for additional actions that impacted the segment operating results.
Segment and Geographic Information
Segment and Geographic Information

As discussed in Note 1 – Accounting Policies, we have four reportable segments: S&P Ratings, S&P Capital IQ, S&P DJ Indices and C&C.

Our Chief Executive Officer is our chief operating decision-maker and evaluates performance of our segments and allocates resources based primarily on operating profit. Segment operating profit does not include unallocated expense or interest expense, as these are costs that do not affect the operating results of our segments. We use the same accounting policies for our segments as those described in Note 1 – Accounting Policies.

As part of our transformation to McGraw Hill Financial, a comprehensive review of our accounting and reporting practices and policies was undertaken. As a result, beginning on January 1, 2014, to the extent they can be attributed to our continuing operations, all shared operating services have been allocated to the segments utilizing a methodology that more closely aligns with each segment's usage of these services. The costs that remain in unallocated expense primarily relate to corporate center functions and shared operating costs allocable to discontinued operations reclassified during the current year. The updated methodology is reflected in the segment results for the year ended December 31, 2014 and accordingly, the segment results for the prior-year comparative periods have been reclassified to conform with the new presentation.

Segment information for the years ended December 31 is as follows:
 
(in millions)
Revenue
 
Operating (Loss) Profit
 
2014
2013
2012
 
2014
2013
2012
S&P Ratings
$
2,455

 
$
2,274

 
$
2,034

 
$
(583
)
 
$
882

 
$
809

S&P Capital IQ
1,237

 
1,170

 
1,124

 
228

 
189

 
183

S&P DJ Indices
552

 
493

 
388

 
347

 
266

 
202

C&C 1
893

 
841

 
793

 
290

 
280

 
219

Intersegment elimination 2
(86
)
 
(76
)
 
(69
)
 

 

 

Total operating segments
5,051

 
4,702

 
4,270

 
282

 
1,617

 
1,413

Unallocated expense 3

 

 

 
(169
)
 
(259
)
 
(243
)
Total
$
5,051

 
$
4,702

 
$
4,270

 
$
113

 
$
1,358

 
$
1,170

1 
McGraw Hill Construction has historically been part of the C&C segment. In accordance with the presentation of McGraw Hill Construction as a discontinued operation, the results of operations, inclusive of corporate overhead allocations, for all periods presented have been reclassified out of C&C's results to reflect this change. See Note 2 Acquisitions and Divestitures for further discussion.
2 
Revenue for S&P Ratings and expenses for S&P Capital IQ include an intersegment royalty charged to S&P Capital IQ for the rights to use and distribute content and data developed by S&P Ratings.
3 
The year ended December 31, 2014 includes restructuring charges of $16 million. The year ended December 31, 2013 includes costs necessary to enable the separation of MHE and reduce our cost structure of $64 million, a $36 million non-cash impairment charge related to the sale of a data center and $13 million related to terminating various leases as we reduce our real estate portfolio. The year ended December 31, 2012 includes costs necessary to enable the separation of MHE and reduce our cost structure of $156 million and $52 million related to a vacation accrual reversal.
(in millions)
Depreciation & Amortization
 
Capital Expenditures
 
2014
2013
2012
 
2014
2013
2012
S&P Ratings
$
43

 
$
45

 
$
43

 
$
33

 
$
40

 
$
43

S&P Capital IQ
50

 
49

 
50

 
38

 
39

 
22

S&P DJ Indices
7

 
10

 
8

 
2

 
4

 
2

C&C
24

 
22

 
23

 
11

 
17

 
16

Total operating segments
124

 
126

 
124

 
84

 
100

 
83

Corporate
10

 
11

 
17

 
8

 
17

 
13

Total
$
134

 
$
137

 
$
141

 
$
92

 
$
117

 
$
96


Segment information as of December 31 is as follows:
(in millions)
Total Assets
 
2014
 
2013
S&P Ratings
$
624

 
$
630

S&P Capital IQ
1,011

 
1,054

S&P DJ Indices
1,166

 
1,160

C&C
918

 
907

Total operating segments
3,719

 
3,751

Corporate 1
3,052

 
2,213

Assets held for sale 2

 
97

Total
$
6,771

 
$
6,061

1 
Corporate assets consist principally of cash and equivalents, assets for pension benefits, deferred income taxes and leasehold improvements related to subleased areas.
2 
Includes McGraw Hill Construction and one of our data centers as of December 31, 2013.

We have operations with foreign revenue and long-lived assets in approximately 80 countries. We do not have operations in any foreign country that represent more than 8% of our consolidated revenue. Transfers between geographic areas are recorded at agreed upon prices and intercompany revenue and profit are eliminated. No single customer accounted for more than 10% of our consolidated revenue.

The following provides revenue and long-lived assets by geographic region:
(in millions)
Revenue
 
Long-lived Assets
 
Years ended December 31,
 
December 31,
 
2014
 
2013
 
2012
 
2014
 
2013
United States
$
2,911

 
$
2,723

 
$
2,508

 
$
2,117

 
$
2,206

European region
1,316

 
1,226

 
1,067

 
430

 
432

Asia
528

 
483

 
453

 
54

 
59

Rest of the world
296

 
270

 
242

 
64

 
54

Total
$
5,051

 
$
4,702

 
$
4,270

 
$
2,665

 
$
2,751



 
Revenue
 
Long-lived Assets
 
Years ended December 31,
 
December 31,
 
2014
 
2013
 
2012
 
2014
 
2013
United States
58
%
 
58
%
 
59
%
 
80
%
 
80
%
European region
26

 
26

 
25

 
16

 
16

Asia
10

 
10

 
11

 
2

 
2

Rest of the world
6

 
6

 
5

 
2

 
2

Total
100
%
 
100
%
 
100
%
 
100
%
 
100
%


See Note 2 – Acquisitions and Divestitures and Note 10 – Restructuring, for actions that impacted the segment operating results.
Commitments and Contingencies
6 Months Ended 12 Months Ended
Jun. 30, 2015
Dec. 31, 2014
Commitments and Contingencies
Commitments and Contingencies

Rental Expense and Lease Obligations

In December of 2003, we sold our 45% equity investment in Rock-McGraw, Inc., which owns our former headquarters building in New York City, and remained an anchor tenant in our former corporate headquarters building in New York City by concurrently leasing back space from the buyer through 2020. In December of 2013, we entered into an arrangement with the buyer to shorten the lease to December of 2015 in exchange for approximately $60 million which was recorded as a reduction to the unrecognized deferred gain from the sale. The remaining gain is being amortized over the remaining lease term as a reduction in rent expense.

As of June 30, 2015, the remaining deferred gain was $4 million, as $2 million and $4 million were amortized during the three and six months ended June 30, 2015, respectively. Interest expense associated with this operating lease was less than $1 million for the three months and six months ended June 30, 2015.

Legal & Regulatory Matters

In the normal course of business both in the United States and abroad, the Company, its subsidiary Standard & Poor’s Financial Services LLC (“S&P LLC”) and some of its other subsidiaries are defendants in numerous legal proceedings and are often the subject of government and regulatory proceedings, investigations and inquiries. Many of these proceedings, investigations and inquiries relate to the ratings activity of S&P Ratings brought by issuers and alleged purchasers of rated securities. In addition, various government and self-regulatory agencies frequently make inquiries and conduct investigations into our compliance with applicable laws and regulations, including those related to ratings activities and antitrust matters. Any of these proceedings, investigations or inquiries could ultimately result in adverse judgments, damages, fines, penalties or activity restrictions, which could adversely impact our consolidated financial condition, cash flows, business or competitive position.

The Company believes that it has meritorious defenses to the pending claims and potential claims in the matters described below and is diligently pursuing these defenses, and in some cases working to reach an acceptable negotiated resolution. However, in view of the uncertainty inherent in litigation and government and regulatory enforcement matters, we cannot predict the eventual outcome of these matters or the timing of their resolution, or in most cases reasonably estimate what the eventual judgments, damages, fines, penalties or impact of activity restrictions may be. As a result, we cannot provide assurance that the outcome of the matters described below will not have a material adverse effect on our consolidated financial condition, cash flows, business or competitive position. As litigation or the process to resolve pending matters progresses, as the case may be, we will continue to review the latest information available and assess our ability to predict the outcome of such matters and the effects, if any, on our consolidated financial condition, cash flows, business and competitive position, which may require that we record liabilities in the consolidated financial statements in future periods.

S&P Ratings

Financial Crisis Litigation
The Company and its subsidiaries continue to defend civil cases brought by private and public plaintiffs arising out of ratings activities prior to and during the global financial crisis of 2008-2009. Discovery in these cases is ongoing. We can provide no assurance that we will not be obligated to pay significant amounts in order to resolve these matters on terms deemed acceptable. At this time, however, we are unable to reasonably estimate the range of such amounts, if any.

U.S. Securities and Exchange Commission
As a nationally recognized statistical rating organization registered with the SEC under Section 15E of the Securities Exchange Act of 1934, S&P Ratings is in ongoing communication with the staff of the SEC regarding compliance with its extensive obligations under the federal securities laws. Although S&P Ratings seeks to promptly address any compliance issues that it detects or that the staff of the SEC raises, there can be no assurance that the SEC will not seek remedies against S&P Ratings for one or more material compliance deficiencies.

Parmalat Litigation
In September and October of 2005, writs of summons were served on The McGraw-Hill Companies, SRL and The McGraw-Hill Companies, SA in an action brought in the Tribunal of Milan, Italy by the Extraordinary Commissioner of Parmalat Finanziaria S.p.A. and Parmalat S.p.A. (collectively, “Parmalat”), claiming damages of €4.1 billion, representing the value of bonds issued by Parmalat which were rated investment grade by S&P Ratings, plus damages for S&P Ratings’ alleged complicity in aggravating Parmalat’s financial difficulties, among other claims. In June of 2011, the Court dismissed Parmalat’s main damages claim based on the value of the bonds, and ordered the defendants to pay Parmalat approximately €0.8 million, representing ratings fees paid by Parmalat, plus interest and expenses. In September of 2012, Parmalat appealed the judgment and, in November of 2012, requested payment of the judgment in the amount of €1.1 million, which was paid in December of 2012. In July of 2014, the Court of Appeals of Milan issued an order reopening the proceedings to allow the parties to submit additional pleadings. A hearing was held on February 25, 2015.

Trani Prosecutorial Proceeding
The prosecutor in the Italian city of Trani is seeking criminal indictments against several current and former S&P Ratings managers and ratings analysts for alleged market manipulation, and against Standard & Poor’s Credit Market Services Europe under Italy’s vicarious liability statute, for having allegedly failed to properly supervise the ratings analysts and prevent them from committing market manipulation. The prosecutor’s theories are based on various actions by S&P Ratings taken with respect to Italian sovereign debt between May of 2011 and January of 2012. In October of 2014, the court granted the prosecutor’s request and issued indictments against the current and former S&P Ratings managers and ratings analysts, as well as Standard & Poor’s Credit Market Services Europe. The trial commenced with a hearing on February 4, 2015, and the proceedings will continue on subsequent dates. Apart from criminal penalties that might be imposed following a conviction, under Italian law such conviction could also lead to civil damages claims against Standard & Poors Credit Market Services Europe. These claims cannot be quantified at this stage.

Commodities & Commercial Markets

Platts
In May of 2013, representatives from the European Commission (DG Competition, the EC’s antitrust office) commenced an unannounced inspection of Platts’ London offices in conjunction with potential anticompetitive conduct (in particular, in the crude oil, refined oil products and biofuels markets) relating to Platts’ Market On Close price assessment process. No allegations have been made against Platts at this time. There have also been several civil actions filed in the United States relating to potential anticompetitive behavior by market participants relating to Platts’ price assessment process, none of which have named Platts as a defendant.

McGraw Hill Construction
In October of 2009, an action was filed in the U.S. District Court for the Southern District of New York in which Reed Construction Data asserted a number of claims under various state and federal laws against the Company relating to alleged misappropriation and unfair competition by McGraw Hill Construction and seeking an unspecified amount of damages. In September of 2010, the Court granted the Company’s motion to dismiss some of the claims. In September of 2014, the Court granted summary judgment to the Company on all of Reed’s remaining claims with the exception of the unfair competition claim. In October of 2014, the parties submitted a joint stipulation to the Court agreeing to dismiss both Reed’s unfair competition claim and the Company’s counterclaims without prejudice to reinstatement in the event of a successful appeal of Reed’s dismissed claims.
Commitments and Contingencies
Commitments and Contingencies

Rental Expense and Lease Obligations

We are committed under lease arrangements covering property, computer systems and office equipment. Leasehold improvements are amortized on a straight-line basis over the shorter of their economic lives or their lease term. Certain lease arrangements contain escalation clauses covering increased costs for various defined real estate taxes and operating services and the associated fees are recognized on a straight-line basis over the minimum lease period.

Rental expense for property and equipment under all operating lease agreements is as follows:
(in millions)
Years ended December 31,
 
2014
 
2013
 
2012
Gross rental expense
$
199

 
$
202

 
$
158

Less: sublease revenue
(16
)
 
(29
)
 
(4
)
Less: Rock-McGraw rent credit
(23
)
 
(20
)
 
(19
)
Net rental expense
$
160

 
$
153

 
$
135



In December 2003, we sold our 45% equity investment in Rock-McGraw, Inc., which owns our headquarters building in New York City, and remained an anchor tenant in our corporate headquarters building in New York City by concurrently leasing back space from the buyer through 2020. As of December 31, 2014, we leased approximately 17% of the building space. Proceeds from the disposition were $382 million and the sale resulted in a pre-tax gain, net of transaction costs, of $131 million ($58 million after-tax) upon disposition. As a result of the amount of building space we retained through our leaseback, a pre-tax gain of $212 million ($126 million after-tax) was deferred upon the disposition in 2003.

In December of 2013, we entered into an arrangement with the buyer to shorten the lease to December 2015 in exchange for approximately $60 million which was recorded as a reduction to the unrecognized deferred gain from the sale. The remaining gain is being amortized over the remaining lease term as a reduction in rent expense. As of December 31, 2014, the remaining deferred gain is $7 million. The amount of the gain amortized during the year ended December 31, 2014 was $21 million; in addition, we accelerated the recognition of $16 million of the deferred gain following the partial exit of the leased space on December 31, 2014. Interest expense associated with this operating lease for the year ended December 31, 2014 was $2 million.

Cash amounts for future minimum rental commitments, including rent payments on the sale-leaseback, under existing non-cancelable leases with a remaining term of more than one year, along with minimum sublease rental income to be received under non-cancelable subleases are shown in the following table.
(in millions)
Rent
commitment
 
Sublease
income
 
Net rent
2015
$
152

 
$
(12
)
 
$
140

2016
120

 
(12
)
 
108

2017
109

 
(11
)
 
98

2018
99

 
(12
)
 
87

2019
92

 
(12
)
 
80

2020 and beyond
162

 
(5
)
 
157

Total
$
734

 
$
(64
)
 
$
670



Legal & Regulatory Matters
In the normal course of business both in the United States and abroad, the Company, its subsidiary Standard & Poor’s Financial Services LLC (“S&P LLC”) and some of its other subsidiaries are defendants in numerous legal proceedings and are often the subject of government and regulatory proceedings, investigations and inquiries. Many of these proceedings, investigations and inquiries relate to the ratings activity of Standard & Poor’s Ratings Services (“S&P Ratings”) brought by issuers and alleged purchasers of rated securities. In addition, various government and self-regulatory agencies frequently make inquiries and conduct investigations into our compliance with applicable laws and regulations, including those related to ratings activities and antitrust matters. Any of these proceedings, investigations or inquiries could ultimately result in adverse judgments, damages, fines, penalties or activity restrictions, which could adversely impact our consolidated financial condition, cash flows, business or competitive position.
The Company believes that it has meritorious defenses to the pending claims and potential claims in the matters described below and is diligently pursuing these defenses, and in some cases working to reach an acceptable negotiated resolution. However, in view of the uncertainty inherent in litigation and government and regulatory enforcement matters, we cannot predict the eventual outcome of these matters or the timing of their resolution, or in most cases reasonably estimate what the eventual judgments, damages, fines, penalties or impact of activity restrictions may be. As a result, we cannot provide assurance that the outcome of the matters described below will not have a material adverse effect on our consolidated financial condition, cash flows, business or competitive position. As litigation or the process to resolve pending matters progresses, as the case may be, we will continue to review the latest information available and assess our ability to predict the outcome of such matters and the effects, if any, on our consolidated financial condition, cash flows, business and competitive position, which may require that we record liabilities in the consolidated financial statements in future periods.
S&P Ratings
Financial Crisis Litigation
As previously announced on February 3, 2015, the Company, along with S&P LLC, entered into a settlement agreement with the United States, acting through the Department of Justice, with respect to the case captioned United States v. McGraw-Hill Companies, Inc., and Standard & Poor’s Financial Services LLC, No. CV 13-00779-DOC, and with the States of Arizona, Arkansas, California, Connecticut, Colorado, Delaware, Idaho, Illinois, Indiana, Iowa, Maine, Mississippi, Missouri, New Jersey, North Carolina, Pennsylvania, South Carolina, Tennessee and Washington, and the District of Columbia, acting through their respective Attorneys General, with respect to certain cases filed by the States. Under the terms of the settlement agreement, the Company agreed to pay $687.5 million to the United States as a civil monetary penalty pursuant to the Financial Institutions Reform, Recovery and Enforcement Act of 1989, and $687.5 million in aggregate to the States. The settlement agreement contains no findings of violations of law by the Company, S&P LLC or S&P Ratings.
Also as previously announced on February 3, 2015, the Company reached a separate settlement with the California Public Employees’ Retirement System (“CalPERS”) to resolve its claims against the Company regarding ratings on three structured investment vehicles. Under this settlement, the Company will pay CalPERS $125 million.
The Company and its subsidiaries continue to defend additional civil cases brought by private and public plaintiffs arising out of the same or similar facts and circumstances as these settled cases. Discovery in these cases is ongoing. We can provide no assurance that we will not be obligated to pay additional amounts in order to resolve these matters on terms deemed acceptable. At this time, however, we are unable to reasonably estimate the range of such additional amounts, if any.
U.S. Securities and Exchange Commission
As previously announced on January 21, 2015, S&P Ratings entered into administrative settlement agreements with the SEC relating to (i) six U.S. conduit/fusion commercial mortgage-backed securities (“CMBS”) transactions rated by S&P Ratings in 2011 and two additional U.S. conduit/fusion CMBS transactions from that period (the “2011 conduit/fusion CMBS matter”), (ii) certain 2012 publications concerning criteria and research relating to conduit/fusion CMBS (the “2012 CMBS criteria and research matter”) and (iii) S&P Ratings’ internal controls regarding changes made to an assumption used in surveilling certain U.S. residential mortgage-backed securities (the “RMBS matter”). In addition, S&P Ratings entered into settlement agreements with the Attorneys General of New York and Massachusetts relating to the 2011 conduit/fusion CMBS matter. S&P Ratings neither admitted nor denied the violations found by the SEC and the state attorneys general. In connection with the 2011 conduit/fusion CMBS matter, the SEC found that S&P Ratings violated Section 17(a)(1) of the Securities Act of 1933, as amended (the “Securities Act”), Section 15E(c)(3) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) and Rules 17g-2(a)(2)(iii) and 17g-2(a)(6) under the Exchange Act. In connection with the 2012 CMBS criteria and research matter, the SEC found that S&P Ratings violated Section 17(a)(1) of the Securities Act and Rule 17g-2(a)(6) under the Exchange Act. In connection with the RMBS matter, the SEC found that S&P Ratings violated Section 15E(c)(3) of the Exchange Act and Rules 17g-2(a)(2)(iii) and 17g-2(a)(6) thereunder. In connection with these matters, the SEC ordered S&P Ratings censured and enjoined S&P Ratings from violating the aforementioned statutory provisions and rules, and ordered S&P Ratings to pay a total of $58 million, which includes civil money penalties as well as disgorgement and prejudgment interest of $7 million in connection with the 2011 conduit/fusion CMBS matter. S&P Ratings also agreed to pay a total of $19 million to the State of New York and the Commonwealth of Massachusetts in connection with the settlement of the 2011 conduit/fusion CMBS matter. In addition, in connection with the 2011 conduit/fusion CMBS matter, S&P Ratings agreed with the SEC to take a “time-out” from making preliminary or final ratings for any new U.S. conduit/fusion CMBS transaction until January 21, 2016, including engaging in any marketing activity related thereto. This undertaking does not prohibit S&P Ratings from engaging in surveillance of any outstanding conduit/fusion CMBS issues that S&P Ratings has previously rated.
Also as previously announced, on October 27, 2014, the Company received a notice from the staff of the SEC stating that they have concluded their investigation and do not intend to recommend an enforcement action against S&P Ratings with respect to ratings issued for a particular 2007 offering of collateralized debt obligations, known as “Delphinus CDO 2007-1, which was the subject of a Wells Notice from the staff of the SEC received in September 2011.
Prosecutor General of the Corte dei Conti
On January 15, 2014, S&P Ratings received notification of a potential claim by the Prosecutor General of the Corte dei Conti, an Italian administrative court, with respect to whether S&P Ratings’ downgrade of Italian sovereign debt in May 2011 wrongfully damaged Italy’s public finances and international reputation and whether S&P Ratings should pay compensation to Italy for the costs of Italian budget adjustments and for ancillary damages in an amount “not lower than” €234 billion. Although the deadline for the Prosecutor General to file a claim expired on December 20, 2014, the Prosecutor General has filed a request to extend that deadline.
Trani Prosecutorial Proceeding
The prosecutor in the Italian city of Trani is seeking criminal indictments against several current and former S&P Ratings managers and ratings analysts for alleged market manipulation, and against Standard & Poor’s Credit Market Services Europe under Italy’s vicarious liability statute, for having allegedly failed to properly supervise the ratings analysts and prevent them from committing market manipulation. The prosecutor’s theories are based on various actions by S&P Ratings taken with respect to Italian sovereign debt between May 2011 and January 2012. On October 28, 2014, the court granted the prosecutor’s request and issued indictments against the current and former S&P Ratings managers and ratings analysts, as well as Standard & Poor’s Credit Market Services Europe. The trial commenced with a hearing on February 4, 2015, and the proceedings will continue on subsequent dates.
Parmalat Litigation
In September and October 2005, writs of summons were served on The McGraw-Hill Companies, SRL and The McGraw-Hill Companies, SA in an action brought in the Tribunal of Milan, Italy by the Extraordinary Commissioner of Parmalat Finanziaria S.p.A. and Parmalat S.p.A. (collectively, “Parmalat”), claiming damages of €4.1 billion, representing the value of bonds issued by Parmalat which were rated investment grade by S&P Ratings, plus damages for S&P Ratings’ alleged complicity in aggravating Parmalat’s financial difficulties, among other claims. In June 2011, the Court dismissed Parmalat’s main damages claim based on the value of the bonds, and ordered the defendants to pay Parmalat approximately €0.8 million, representing ratings fees paid by Parmalat, plus interest and expenses. In September 2012, Parmalat appealed the judgment and, in November 2012, requested payment of the judgment in the amount of €1.1 million, which was paid in December 2012. On July 2, 2014, the Court of Appeals of Milan issued an order reopening the proceedings to allow the parties to submit additional pleadings. A hearing has been scheduled for February 25, 2015.
In a separate proceeding involving an investigation by the prosecutor’s office in Parma, Italy and service of a Note of Completion of an Investigation on eight S&P Ratings analysts, a judge of the Parma Law Court accepted the prosecutor’s request for dismissal and in July 2014 dismissed the pending criminal proceedings with respect to all eight S&P analysts.
Commodities & Commercial Markets
Platts
In May 2013, representatives from the European Commission (DG Competition, the EC’s antitrust office) commenced an unannounced inspection of Platts’ London offices in conjunction with potential anticompetitive conduct (in particular, in the crude oil, refined oil products and biofuels markets) relating to Platts’ Market On Close price assessment process. No allegations have been made against Platts at this time. There have also been several civil actions filed in the United States relating to potential anticompetitive behavior by market participants relating to Platts’ price assessment process, none of which have named Platts as a defendant.
McGraw Hill Construction
In October 2009, an action was filed in the U.S. District Court for the Southern District of New York in which Reed Construction Data asserted a number of claims under various state and federal laws against the Company relating to alleged misappropriation and unfair competition by McGraw Hill Construction and seeking an unspecified amount of damages. In September 2010, the Court granted the Company’s motion to dismiss some of the claims. On September 24, 2014, the Court granted summary judgment to the Company on all of Reed’s remaining claims with the exception of the unfair competition claim. On October 15, 2014, the parties submitted a joint stipulation to the Court agreeing to dismiss both Reed’s unfair competition claim and the Company’s counterclaims without prejudice to reinstatement in the event of a successful appeal of Reed’s dismissed claims.
Recent Accounting Standards
Recent Accounting Standards
Recent Accounting Standards

In April of 2015, the Financial Accounting Standards Board ("FASB") issued new accounting guidance intended to simplify the presentation of debt issuance costs. The guidance requires that debt issuance costs related to a recognized debt liability be presented on the balance sheet as a direct deduction from the carrying amount of the debt liability, consistent with the presentation for debt discounts. This guidance is effective for reporting periods beginning after December 15, 2015 and must be applied on a retrospective basis with early adoption permitted. We do not expect the adoption of this guidance to have a significant impact on our consolidated financial statements.

In February of 2015, the FASB issued guidance that requires management to evaluate whether they should consolidate certain legal entities. All legal entities are subject to reevaluation under the revised consolidation model. This guidance is effective for reporting periods beginning after December 15, 2015, however, early adoption is permitted. We do not expect the adoption of this guidance to have a significant impact on our consolidated financial statements.

In January of 2015, the FASB issued guidance that eliminates the concept of reporting extraordinary items, but retains current presentation and disclosure requirements for an event or transaction that is of an unusual nature or of a type that indicates infrequency of occurrence. Transactions that meet both criteria would now also follow such presentation and disclosure requirements. This guidance is effective for reporting periods beginning after December 15, 2015, however, early adoption is permitted. We do not expect the adoption of this guidance to have a significant impact on our consolidated financial statements.

In August of 2014, the FASB issued guidance that requires management to evaluate, at each annual and interim reporting period, whether there are conditions or events that raise substantial doubt about the entity's ability to continue as a going concern within one year after the date the financial statements are issued and provide related disclosures. This guidance is effective for reporting periods beginning after December 15, 2016, however, early adoption is permitted. We do not expect the adoption of this guidance to have a significant impact on our consolidated financial statements.

In May of 2014, the FASB and the International Accounting Standards Board (“IASB”) issued jointly a converged standard on the recognition of revenue from contracts with customers which is intended to improve the financial reporting of revenue and comparability of the top line in financial statements globally. The core principle of the new standard is for the recognition of revenue to depict the transfer of goods or services to customers in amounts that reflect the payment to which the company expects to be entitled in exchange for those goods or services. The new standard will also result in enhanced revenue disclosures, provide guidance for transactions that were not previously addressed comprehensively and improve guidance for multiple-element arrangements. In July of 2015, the FASB voted to defer the effective date of the new revenue standard by one year. The new guidance will be effective for annual reporting periods beginning after December 15, 2017, including interim periods within that reporting period. Early adoption is permitted, but not before the original effective date of December 15, 2016. We are currently in the process of assessing the impact the adoption of this guidance will have on our consolidated financial statements.

In April of 2014, the FASB issued final guidance that raises the threshold for a disposal to qualify as a discontinued operation and requires new disclosures of both discontinued operations and certain other disposals that do not meet the definition of a discontinued operation. The guidance is intended to reduce the frequency of disposals reported as discontinued operations by focusing on strategic shifts that have or will have a major effect on an entity’s operations and financial results. In addition, the guidance permits companies to have continuing cash flows and significant continuing involvement with the disposed component. The amendments were effective on January 1, 2015, and the adoption of the guidance did not have a significant impact on our consolidated financial statements.
Related Party Transactions
6 Months Ended 12 Months Ended
Jun. 30, 2015
Dec. 31, 2014
Related Party Transactions
Related Party Transactions

On July 31, 2014, we completed the sale of the Company's aircraft to Harold W. McGraw III, then Chairman of the Company's Board of Directors and former President and CEO of the Company ("Mr. McGraw") for a purchase price of $20 million, which is modestly higher than the independent appraisal obtained.This transaction was approved by the Nominating and Corporate Governance Committee of the Company's Board of Directors after consultation with members of the Financial Policy Committee. During the second quarter of 2014, we recorded a non-cash impairment charge of $6 million within other (income) loss in our consolidated statement of income as a result of the pending sale.

On June 25, 2014, we repurchased 0.5 million shares of the Company's common stock from the personal holdings of Mr. McGraw. The shares were purchased at a discount of 0.35% from the June 24, 2014 New York Stock Exchange closing price pursuant to a private transaction with Mr. McGraw. We repurchased these shares with cash for $41 million at an average price of $82.66 per share. This transaction was approved by the Nominating & Corporate Governance Committee of the Company's Board of Directors after consultation with members of the Financial Policy Committee.

In June of 2012, we entered into a new license agreement (the "License Agreement") with the holder of S&P Dow Jones Indices LLC noncontrolling interest, CME Group, which replaced the 2005 license agreement between S&P DJ Indices and CME Group. Under the terms of the License Agreement, S&P Dow Jones Indices LLC receives a share of the profits from the trading and clearing of CME Group's equity index products. During the three and six months ended June 30, 2015, S&P Dow Jones Indices LLC earned $14 million and $28 million, respectively, of revenue under the terms of the License Agreement. The entire amount of this revenue is included in our consolidated statement of income and the portion related to the 27% noncontrolling interest is removed in net income attributable to noncontrolling interests.
Related Party Transactions
Related Party Transactions

On July 31, 2014, we completed the sale of the Company's aircraft to Harold W. McGraw III, Chairman of the Company's Board of Directors and former President and CEO of the Company ("Mr. McGraw") for a purchase price of $20 million, which is modestly higher than the independent appraisal obtained. This transaction was approved by the Nominating and Corporate Governance Committee of the Company's Board of Directors after consultation with members of the Financial Policy Committee. During the second quarter of 2014, we recorded a non-cash impairment charge of $6 million within other (income) loss in our consolidated statement of income as a result of the pending sale.

On June 25, 2014, we repurchased 0.5 million shares of the Company's common stock from the personal holdings of Mr. McGraw. The shares were purchased at a discount of 0.35% from the June 24, 2014 New York Stock Exchange closing price pursuant to a private transaction with Mr. McGraw. We repurchased these shares with cash for $41 million at an average price of $82.66 per share. This transaction was approved by the Nominating and Corporate Governance Committee of the Company's Board of Directors after consultation with members of the Financial Policy Committee.

In June of 2012, we entered into a new license agreement (the "License Agreement") with the holder of S&P Dow Jones Indices LLC noncontrolling interest, CME Group, which replaced the 2005 license agreement between S&P DJ Indices and CME Group. Under the terms of the License Agreement, S&P Dow Jones Indices LLC receives a share of the profits from the trading and clearing of CME Group's equity index products. During the years ended December 31, 2014, 2013 and 2012, S&P Dow Jones Indices LLC earned $52 million, $46 million and $21 million of revenue under the terms of the License Agreement, respectively. The entire amount of this revenue is included in our consolidated statement of income and the portion related to the 27% noncontrolling interest is removed in net income attributable to noncontrolling interests.
Quarterly Financial Information (Unaudited)
Quarterly Financial Information (Unaudited)
Quarterly Financial Information (Unaudited)
 
(in millions, except per share data)
First
quarter
 
Second
quarter
 
Third
quarter
 
Fourth
quarter
 
Total
year
2014
 
 
 
 
 
 
 
 
 
Revenue
$
1,196


$
1,302


$
1,263

  
$
1,290


$
5,051

Operating profit (loss)
$
420

 
$
476

 
$
366

 
$
(1,148
)
 
$
113

Income (loss) from continuing operations
$
268


$
310


$
215

  
$
(984
)

$
(191
)
Income from discontinued operations
$
7


$
6


$
2

  
$
163


$
178

Net income (loss)
$
275


$
316


$
217

  
$
(821
)

$
(13
)
Net income (loss) attributable to McGraw Hill Financial common shareholders:
 
 
 
 
 
 
 
 
 
Income (loss) from continuing operations
$
241


$
286


$
188

  
$
(1,009
)

$
(293
)
Income from discontinued operations
7


6


2

  
163


178

Net income (loss)
$
248


$
292


$
190


$
(846
)

$
(115
)
 
 
 
 
 
 
 
 
 
 
Earnings (loss) per share attributable to McGraw Hill Financial, Inc. common shareholders:
 
 
 
 
 
 
 
 
 
Income (loss) from continuing operations:
 
 
 
 
 
 
 
 
 
Basic
$
0.89


$
1.05


$
0.69


$
(3.71
)

$
(1.08
)
Diluted
$
0.87


$
1.04


$
0.68


$
(3.71
)

$
(1.08
)
Income from discontinued operations:
 
 
 
 
 
 
 
 
 
Basic
$
0.02


$
0.02


$
0.01


$
0.60


$
0.66

Diluted
$
0.02


$
0.02


$
0.01


$
0.60


$
0.66

Net income (loss):
 
 
 
 
 
 
 
 
 
Basic
$
0.91


$
1.08


$
0.70


$
(3.11
)

$
(0.42
)
Diluted
$
0.89


$
1.06


$
0.69


$
(3.11
)

$
(0.42
)
 
 
 
 
 
 
 
 
 
 
2013
 
 
 
 
 
 
 
 
 
Revenue
$
1,140


$
1,205


$
1,152

  
$
1,206


$
4,702

Operating profit
$
269

 
$
423

 
$
395

 
$
271

 
$
1,358

Income from continuing operations
$
168


$
266


$
258


$
182


$
874

Income (loss) from discontinued operations
$
587


$
11


$
(13
)

$
6


$
592

Net income
$
755


$
277


$
245


$
188


$
1,466

Net income attributable to McGraw Hill Financial common shareholders:
 
 
 
 
 
 
 
 
 
Income from continuing operations
$
147


$
243


$
228

  
$
165

  
$
783

Income (loss) from discontinued operations
588


11


(13
)
  
6

  
593

Net income
$
735


$
254


$
215


$
171


$
1,376

 
 
 
 
 
 
 
 
 
 
Earnings (loss) per share attributable to McGraw Hill Financial, Inc. common shareholders:
 
 
 
 
 
 
 
 
 
Income from continuing operations:
 
 
 
 
 
 
 
 
 
Basic
$
0.52


$
0.88


$
0.83


$
0.61


$
2.85

Diluted
$
0.52


$
0.87


$
0.82


$
0.60


$
2.80

Income (loss) from discontinued operations:
 
 
 
 
 
 
 
 
 
Basic
$
2.10


$
0.04


$
(0.05
)

$
0.02


$
2.16

Diluted
$
2.07


$
0.04


$
(0.05
)

$
0.02


$
2.12

Net income:
 
 
 
 
 
 
 
 
 
Basic
$
2.62


$
0.93


$
0.79


$
0.63


$
5.01

Diluted
$
2.59


$
0.91


$
0.77


$
0.62


$
4.91


Note - Totals presented may not sum due to rounding.
Condensed Consolidating Financial Statements Condensed Consolidating Financial Statements
6 Months Ended 12 Months Ended
Jun. 30, 2015
Dec. 31, 2014
Condensed Consolidating Financial Statements
Condensed Consolidating Financial Statements

On May 26, 2015, we issued $700 million of 4.0% senior notes due in 2025. On August 18, 2015, we issued $2.0 billion of senior notes, consisting of $400 million of 2.5% senior notes due in 2018, $700 million of 3.3% senior notes due in 2020 and $900 million of 4.4% senior notes due in 2026.

The senior notes described above are fully and unconditionally guaranteed by Standard & Poor's Financial Services LLC, a 100% owned subsidiary of the Company. The following condensed consolidating financial statements present the results of operations, financial position and cash flows of McGraw Hill Financial, Inc., Standard & Poor's Financial Services LLC, and the Non-Guarantor Subsidiaries of McGraw Hill Financial, Inc. and Standard & Poor's Financial Services LLC, and the eliminations necessary to arrive at the information for the Company on a consolidated basis.

 
Statement of Income
 
Three Months Ended June 30, 2015
 
(Unaudited)
(in millions)
McGraw Hill Financial, Inc.
 
Standard & Poor's Financial Services LLC
 
Non-Guarantor Subsidiaries
 
Eliminations
 
McGraw Hill Financial Inc. Consolidated
Revenue
$
161

 
$
573

 
$
636

 
$
(28
)
 
$
1,342

Expenses:
 
 
 
 
 
 
 
 
 
Operating-related expenses
21

 
154

 
259

 
(28
)
 
406

Selling and general expenses
1

 
101

 
230

 

 
332

Depreciation
10

 
5

 
7

 

 
22

Amortization of intangibles
1

 

 
10

 

 
11

Total expenses
33

 
260

 
506

 
(28
)
 
771

Other income

 

 
(11
)
 

 
(11
)
Operating profit
128

 
313

 
141

 

 
582

Interest expense (income), net
20

 

 
(4
)
 

 
16

Non-operating intercompany transactions
71

 
59

 
(130
)
 

 

Income from continuing operations before taxes on income
37

 
254

 
275

 

 
566

Provision for taxes on income
11

 
99

 
75

 

 
185

Equity in net income of subsidiaries
338

 
68

 

 
(406
)
 

Net income
$
364

 
$
223

 
$
200

 
$
(406
)
 
$
381

Less: net income from continuing operations attributable to noncontrolling interests

 

 

 
(28
)
 
(28
)
Net income attributable to McGraw Hill Financial, Inc.
$
364

 
$
223

 
$
200

 
$
(434
)
 
$
353

Comprehensive income
$
384

 
$
222

 
$
262

 
$
(405
)
 
$
463


 
Statement of Income
 
Six Months Ended June 30, 2015
 
(Unaudited)
(in millions)
McGraw Hill Financial, Inc.
 
Standard & Poor's Financial Services LLC
 
Non-Guarantor Subsidiaries
 
Eliminations
 
McGraw Hill Financial Inc. Consolidated
Revenue
$
317

 
$
1,117

 
$
1,237

 
$
(56
)
 
$
2,615

Expenses:
 
 
 
 
 
 
 
 
 
Operating-related expenses
53

 
311

 
504

 
(56
)
 
812

Selling and general expenses
67

 
162

 
436

 

 
665

Depreciation
19

 
10

 
14

 

 
43

Amortization of intangibles
2

 

 
21

 

 
23

Total expenses
141

 
483

 
975

 
(56
)
 
1,543

Other income

 

 
(11
)
 

 
(11
)
Operating profit
176

 
634

 
273

 

 
1,083

Interest expense (income), net
37

 

 
(5
)
 

 
32

Non-operating intercompany transactions
129

 
91

 
(220
)
 

 

Income from continuing operations before taxes on income
10

 
543

 
498

 

 
1,051

Provision for taxes on income
17

 
190

 
133

 

 
340

Equity in net income of subsidiaries
703

 
134

 

 
(837
)
 

Net income
$
696

 
$
487

 
$
365

 
$
(837
)
 
$
711

Less: net income from continuing operations attributable to noncontrolling interests

 

 

 
(55
)
 
(55
)
Net income attributable to McGraw Hill Financial, Inc.
$
696

 
$
487

 
$
365

 
$
(892
)
 
$
656

Comprehensive income
$
710

 
$
486

 
$
357

 
$
(839
)
 
$
714


 
Statement of Income
 
Three Months Ended June 30, 2014
 
(Unaudited)
(in millions)
McGraw Hill Financial, Inc.
 
Standard & Poor's Financial Services LLC
 
Non-Guarantor Subsidiaries
 
Eliminations
 
McGraw Hill Financial Inc. Consolidated
Revenue
$
148

 
$
542

 
$
640

 
$
(28
)
 
$
1,302

Expenses:
 
 
 
 
 
 
 
 
 
Operating-related expenses
21

 
164

 
250

 
(28
)
 
407

Selling and general expenses
27

 
132

 
217

 

 
376

Depreciation
11

 
4

 
7

 

 
22

Amortization of intangibles
1

 

 
11

 

 
12

Total expenses
60

 
300

 
485

 
(28
)
 
817

Other loss
3

 

 
6

 

 
9

Operating profit
85

 
242

 
149

 

 
476

Interest expense (income), net
15

 

 
(1
)
 

 
14

Non-operating intercompany transactions
15

 
7

 
(22
)
 

 

Income from continuing operations before taxes on income
55

 
235

 
172

 

 
462

Provision for taxes on income
21

 
86

 
45

 

 
152

Equity in net income of subsidiaries
241

 
58

 

 
(299
)
 

Income from continuing operations
275

 
207

 
127

 
(299
)
 
310

Income from discontinued operations, net of tax
6

 

 

 

 
6

Net income
$
281

 
$
207

 
$
127

 
$
(299
)
 
$
316

Less: net income from continuing operations attributable to noncontrolling interests

 

 

 
(24
)
 
(24
)
Net income attributable to McGraw Hill Financial, Inc.
$
281

 
$
207

 
$
127

 
$
(323
)
 
$
292

Comprehensive income
$
240

 
$
208

 
$
146

 
$
(302
)
 
$
292


 
Statement of Income
 
Six Months Ended June 30, 2014
 
(Unaudited)
(in millions)
McGraw Hill Financial, Inc.
 
Standard & Poor's Financial Services LLC
 
Non-Guarantor Subsidiaries
 
Eliminations
 
McGraw Hill Financial Inc. Consolidated
Revenue
$
294

 
$
1,028

 
$
1,233

 
$
(57
)
 
$
2,498

Expenses:
 
 
 
 
 
 
 
 
 
Operating-related expenses
40

 
315

 
505

 
(57
)
 
803

Selling and general expenses
92

 
237

 
395

 

 
724

Depreciation
20

 
9

 
13

 

 
42

Amortization of intangibles
2

 

 
22

 

 
24

Total expenses
154

 
561

 
935

 
(57
)
 
1,593

Other loss
3

 

 
6

 

 
9

Operating profit
137

 
467

 
292

 

 
896

Interest expense (income), net
31

 

 
(3
)
 

 
28

Non-operating intercompany transactions
74

 
14

 
(88
)
 

 

Income from continuing operations before taxes on income
32

 
453

 
383

 

 
868

Provision for taxes on income
13

 
173

 
104

 

 
290

Equity in net income of subsidiaries
500

 
124

 

 
(624
)
 

Income from continuing operations
519

 
404

 
279

 
(624
)
 
578

Income from discontinued operations, net of tax
12

 

 

 

 
12

Net income
$
531

 
$
404

 
$
279

 
$
(624
)
 
$
590

Less: net income from continuing operations attributable to noncontrolling interests

 

 

 
(50
)
 
(50
)
Net income attributable to McGraw Hill Financial, Inc.
$
531

 
$
404

 
$
279

 
$
(674
)
 
$
540

Comprehensive income
$
515

 
$
380

 
$
305

 
$
(628
)
 
$
572



 
Balance Sheet
 
June 30, 2015
 
(Unaudited)
(in millions)
McGraw Hill Financial, Inc.
 
Standard & Poor's Financial Services LLC
 
Non-Guarantor Subsidiaries
 
Eliminations
 
McGraw Hill Financial Inc. Consolidated
ASSETS
 
 
 
 
 
 
 
 
 
Current assets:
 
 
 
 
 
 
 
 
 
Cash and equivalents
$
531

 
$

 
$
1,189

 
$

 
$
1,720

Accounts receivable, net of allowance for doubtful accounts
118

 
318

 
627

 

 
1,063

Intercompany receivable

246

 
1,114

 
1,304

 
(2,664
)
 

Deferred income taxes
72

 
173

 
(42
)
 

 
203

Prepaid and other current assets
74

 
30

 
123

 

 
227

Total current assets
1,041

 
1,635

 
3,201

 
(2,664
)
 
3,213

Property and equipment, net of accumulated depreciation
113

 
3

 
92

 

 
208

Goodwill
107

 
41

 
1,226

 
9

 
1,383

Other intangible assets, net
12

 

 
968

 
(3
)
 
977

Asset for pension benefits

 

 
58

 

 
58

Investments in subsidiaries
2,516

 
695

 
7,227

 
(10,438
)
 

Intercompany loans receivable
17

 
361

 
1,816

 
(2,194
)
 

Other non-current assets
73

 
20

 
81

 

 
174

Total assets
$
3,879

 
$
2,755

 
$
14,669

 
$
(15,290
)
 
$
6,013

LIABILITIES AND EQUITY
 
 
 
 
 
 
 
 
 
Current liabilities:
 
 
 
 
 
 
 
 
 
Accounts payable
$
53

 
$
46

 
$
82

 
$

 
$
181

Intercompany payable
1,280

 
611

 
772

 
(2,663
)
 

Accrued compensation and contributions to retirement plans
106

 
53

 
105

 

 
264

Income taxes currently payable

 

 
51

 

 
51

Unearned revenue
270

 
600

 
517

 

 
1,387

Accrued legal and regulatory settlements

 
23

 

 

 
23

Other current liabilities
156

 
9

 
169

 

 
334

Total current liabilities
1,865

 
1,342

 
1,696

 
(2,663
)
 
2,240

Long-term debt
1,494

 

 

 

 
1,494

Intercompany loans payable
22

 

 
2,173

 
(2,195
)
 

Pension and postretirement benefits
226

 

 
59

 

 
285

Deferred income taxes
(226
)
 
52

 
261

 

 
87

Other non-current liabilities
322

 
9

 
(49
)
 

 
282

Total liabilities
3,703

 
1,403

 
4,140

 
(4,858
)
 
4,388

Redeemable noncontrolling interest

 

 

 
810

 
810

Equity:
 
 
 
 
 
 
 
 
 
Common stock
412

 

 
2,316

 
(2,316
)
 
412

Additional paid-in capital
(201
)
 
1,166

 
7,078

 
(7,608
)
 
435

Retained income
7,281

 
186

 
1,382

 
(1,411
)
 
7,438

Accumulated other comprehensive loss
(305
)
 

 
(244
)
 
38

 
(511
)
Less: common stock in treasury
(7,011
)
 

 
(4
)
 
4

 
(7,011
)
Total equity - controlling interests
176

 
1,352

 
10,528

 
(11,293
)
 
763

Total equity - noncontrolling interests

 

 
1

 
51

 
52

Total equity
176

 
1,352

 
10,529

 
(11,242
)
 
815

Total liabilities and equity
$
3,879

 
$
2,755

 
$
14,669

 
$
(15,290
)
 
$
6,013


 
Balance Sheet
 
December 31, 2014
(in millions)
McGraw Hill Financial, Inc.
 
Standard & Poor's Financial Services LLC
 
Non-Guarantor Subsidiaries
 
Eliminations
 
McGraw Hill Financial Inc. Consolidated
ASSETS
 
 
 
 
 
 
 
 
 
Current assets:
 
 
 
 
 
 
 
 
 
Cash and equivalents
$
1,402

 
$

 
$
1,095

 
$

 
$
2,497

Accounts receivable, net of allowance for doubtful accounts
120

 
293

 
519

 

 
932

Intercompany receivable

525

 
2,125

 
1,998

 
(4,648
)
 

Deferred income taxes
72

 
334

 
(43
)
 

 
363

Prepaid and other current assets
80

 
27

 
67

 

 
174

Total current assets
2,199

 
2,779

 
3,636

 
(4,648
)
 
3,966

Property and equipment, net of accumulated depreciation
111

 
5

 
90

 

 
206

Goodwill
109

 
41

 
1,228

 
9

 
1,387

Other intangible assets, net
13

 

 
991

 

 
1,004

Asset for pension benefits

 

 
28

 

 
28

Investments in subsidiaries
1,258

 
653

 
7,125

 
(9,036
)
 

Intercompany loans receivable
19

 
358

 
1,595

 
(1,972
)
 

Other non-current assets
81

 
25

 
74

 

 
180

Total assets
$
3,790

 
$
3,861

 
$
14,767

 
$
(15,647
)
 
$
6,771

LIABILITIES AND EQUITY
 
 
 
 
 
 
 
 
 
Current liabilities:
 
 
 
 
 
 
 
 
 
Accounts payable
$
59

 
$
45

 
$
87

 
$

 
$
191

Intercompany payable
2,566

 
617

 
1,376

 
(4,559
)
 

Accrued compensation and contributions to retirement plans
133

 
121

 
156

 

 
410

Income taxes currently payable
15

 
1

 
16

 

 
32

Unearned revenue
259

 
585

 
479

 

 
1,323

Accrued legal and regulatory settlements

 
1,609

 

 

 
1,609

Other current liabilities
194

 

 
208

 

 
402

Total current liabilities
3,226

 
2,978

 
2,322

 
(4,559
)
 
3,967

Long-term debt
799

 

 

 

 
799

Intercompany loans payable
109

 

 
1,952

 
(2,061
)
 

Pension and postretirement benefits
272

 

 
61

 

 
333

Deferred income taxes
(245
)
 
51

 
250

 

 
56

Other non-current liabilities
219

 
8

 
40

 

 
267

Total liabilities
4,380

 
3,037

 
4,625

 
(6,620
)
 
5,422

Redeemable noncontrolling interest

 

 

 
810

 
810

Equity:
 
 
 
 
 
 
 
 
 
Common stock
412

 

 
2,316

 
(2,316
)
 
412

Additional paid-in capital
(116
)
 
1,153

 
7,016

 
(7,560
)
 
493

Retained income
6,282

 
(329
)
 
1,053

 
(60
)
 
6,946

Accumulated other comprehensive loss
(319
)
 

 
(236
)
 
41

 
(514
)
Less: common stock in treasury
(6,849
)
 

 
(7
)
 
7

 
(6,849
)
Total equity - controlling interests
(590
)
 
824

 
10,142

 
(9,888
)
 
488

Total equity - noncontrolling interests

 

 

 
51

 
51

Total equity
(590
)
 
824

 
10,142

 
(9,837
)
 
539

Total liabilities and equity
$
3,790

 
$
3,861

 
$
14,767

 
$
(15,647
)
 
$
6,771



 
Statement of Cash Flows
 
Six Months Ended June 30, 2015
 
(Unaudited)
(in millions)
McGraw Hill Financial, Inc.
 
Standard & Poor's Financial Services LLC
 
Non-Guarantor Subsidiaries
 
Eliminations
 
McGraw Hill Financial Inc. Consolidated
Operating Activities:
 
 
 
 
 
 
 
 
 
Net income
$
696

 
$
487

 
$
365

 
$
(837
)
 
$
711

Adjustments to reconcile income from continuing operations to cash provided by (used for) operating activities from continuing operations:
 
 
 
 
 
 
 
 
 
     Depreciation
19

 
10

 
14

 

 
43

     Amortization of intangibles
2

 

 
21

 

 
23

     Provision for losses on accounts receivable

 
(2
)
 
6

 

 
4

     Deferred income taxes
(138
)
 
161

 
143

 

 
166

     Stock-based compensation
11

 
11

 
15

 

 
37

     Other
6

 
10

 
6

 

 
22

Changes in operating assets and liabilities, net of effect of acquisitions and dispositions:
 
 
 
 
 
 
 
 
 
     Accounts receivable
1

 
(23
)
 
(114
)
 

 
(136
)
     Prepaid and current assets
32

 
(3
)
 
(53
)
 

 
(24
)
     Accounts payable and accrued expenses
(99
)
 
(43
)
 
(115
)
 

 
(257
)
     Unearned revenue
11

 
15

 
45

 

 
71

     Accrued legal and regulatory settlements

 
(1,609
)
 

 

 
(1,609
)
     Other current liabilities
(31
)
 
(3
)
 
(2
)
 

 
(36
)
     Net change in prepaid/accrued income taxes
108

 

 
11

 

 
119

     Net change in other assets and liabilities
62

 
3

 
(96
)
 

 
(31
)
Cash provided by (used for) operating activities from continuing operations
680

 
(986
)
 
246

 
(837
)
 
(897
)
Investing Activities:
 
 
 
 
 
 
 
 
 
     Capital expenditures
(18
)
 
(4
)
 
(20
)
 

 
(42
)
     Acquisitions, net of cash acquired

 

 
(2
)
 

 
(2
)
     Proceeds from dispositions

 

 
14

 

 
14

     Changes in short-term investments

 

 
(7
)
 

 
(7
)
Cash used for investing activities from continuing operations
(18
)
 
(4
)
 
(15
)
 

 
(37
)
Financing Activities:
 
 
 
 
 
 
 
 
 
     Proceeds from issuance of senior notes, net
690

 

 

 

 
690

     Dividends paid to shareholders
(185
)
 

 

 

 
(185
)
 Dividends and other payments paid to noncontrolling interests

 

 
(49
)
 

 
(49
)
     Repurchase of treasury shares
(274
)
 

 

 

 
(274
)
     Exercise of stock options
71

 

 
2

 

 
73

     Excess tax benefits from share-based payments
38

 

 

 

 
38

     Intercompany financing activities
(1,870
)
 
990

 
43

 
837

 

Cash (used for) provided by financing activities from continuing operations
(1,530
)
 
990

 
(4
)
 
837

 
293

Effect of exchange rate changes on cash from continuing operations
(3
)
 

 
(4
)
 

 
(7
)
Cash (used for) provided by continuing operations
(871
)
 

 
223

 

 
(648
)
Discontinued Operations:
 
 
 
 
 
 
 
 
 
     Cash used for operating activities

 

 
(129
)
 

 
(129
)
Cash used for discontinued operations

 

 
(129
)
 

 
(129
)
Net change in cash and equivalents
(871
)
 

 
94

 

 
(777
)
Cash and equivalents at beginning of period
1,402

 

 
1,095

 

 
2,497

Cash and equivalents at end of period
$
531

 
$

 
$
1,189

 
$

 
$
1,720


 
Statement of Cash Flows
 
Six Months Ended June 30, 2014
 
(Unaudited)
(in millions)
McGraw Hill Financial, Inc.
 
Standard & Poor's Financial Services LLC
 
Non-Guarantor Subsidiaries
 
Eliminations
 
McGraw Hill Financial Inc. Consolidated
Operating Activities:
 
 
 
 
 
 
 
 
 
Net income
$
531

 
$
404

 
$
279

 
$
(624
)
 
$
590

Less: discontinued operations, net
12

 

 

 

 
12

Income from continuing operations
519

 
404

 
279

 
(624
)
 
578

Adjustments to reconcile income from continuing operations to cash provided by (used for) operating activities from continuing operations:
 
 
 
 
 
 
 
 
 
     Depreciation
20

 
9

 
13

 

 
42

     Amortization of intangibles
2

 

 
22

 

 
24

     Provision for losses on accounts receivable
(1
)
 
(3
)
 
4

 

 

     Deferred income taxes

 

 
2

 

 
2

     Stock-based compensation
16

 
15

 
16

 

 
47

     Other
(3
)
 

 
11

 

 
8

Changes in operating assets and liabilities, net of effect of acquisitions and dispositions:
 
 
 
 
 
 
 
 
 
     Accounts receivable
1

 
41

 
(53
)
 

 
(11
)
     Prepaid and current assets
(11
)
 
(4
)
 
4

 

 
(11
)
     Accounts payable and accrued expenses
(125
)
 
(110
)
 
(13
)
 

 
(248
)
     Unearned revenue
(12
)
 
(3
)
 
30

 

 
15

     Other current liabilities
(34
)
 
(8
)
 
(27
)
 

 
(69
)
     Net change in prepaid/accrued income taxes
111

 
3

 
(3
)
 

 
111

     Net change in other assets and liabilities
(10
)
 
2

 
(34
)
 

 
(42
)
Cash provided by operating activities from continuing operations
473

 
346

 
251

 
(624
)
 
446

Investing Activities:
 
 
 
 
 
 
 
 
 
     Capital expenditures
(9
)
 
(9
)
 
(19
)
 

 
(37
)
     Acquisitions, net of cash acquired

 

 
(16
)
 

 
(16
)
     Changes in short-term investments

 

 
1

 

 
1

Cash used for investing activities from continuing operations
(9
)
 
(9
)
 
(34
)
 

 
(52
)
Financing Activities:
 
 
 
 
 
 
 
 
 
     Dividends paid to shareholders
(164
)
 

 

 

 
(164
)
 Dividends and other payments paid to noncontrolling interests

 

 
(30
)
 

 
(30
)
     Contingent consideration payments

 

 
(11
)
 

 
(11
)
     Repurchase of treasury shares
(362
)
 

 

 

 
(362
)
     Exercise of stock options
130

 

 
3

 

 
133

     Excess tax benefits from share-based payments
82

 

 

 

 
82

     Intercompany financing activities
(200
)
 
(337
)
 
(87
)
 
624

 

Cash used for financing activities from continuing operations
(514
)
 
(337
)
 
(125
)
 
624

 
(352
)
Effect of exchange rate changes on cash from continuing operations

 

 
19

 

 
19

Cash (used for) provided by continuing operations
(50
)
 

 
111

 

 
61

Discontinued Operations:
 
 
 
 
 
 
 
 
 
     Cash provided by operating activities
14

 

 

 

 
14

Cash provided by discontinued operations
14

 

 

 

 
14

Net change in cash and equivalents
(36
)
 

 
111

 

 
75

Cash and equivalents at beginning of period
685

 

 
857

 

 
1,542

Cash and equivalents at end of period
$
649

 
$

 
$
968

 
$

 
$
1,617

Condensed Consolidating Financial Statements
Condensed Consolidating Financial Statements

On May 26, 2015, we issued $700 million of 4.0% senior notes due in 2025. On August 18, 2015, we issued $2.0 billion of senior notes, consisting of $400 million of 2.5% senior notes due in 2018, $700 million of 3.3% senior notes due in 2020 and $900 million of 4.4% senior notes due in 2026.

The senior notes described above are fully and unconditionally guaranteed by Standard & Poor's Financial Services LLC, a 100% owned subsidiary of the Company. The following condensed consolidating financial statements present the results of operations, financial position and cash flows of McGraw Hill Financial, Inc., Standard & Poor's Financial Services LLC, and the Non-Guarantor Subsidiaries of McGraw Hill Financial, Inc. and Standard & Poor's Financial Services LLC, and the eliminations necessary to arrive at the information for the Company on a consolidated basis.

 
Statement of Income
 
Year Ended December 31, 2014
(in millions)
McGraw Hill Financial, Inc.
 
Standard & Poor's Financial Services LLC
 
Non-Guarantor Subsidiaries
 
Eliminations
 
McGraw Hill Financial Inc. Consolidated
Revenue
$
598

 
$
2,043

 
$
2,525

 
$
(115
)
 
$
5,051

Expenses:
 
 
 
 
 
 
 
 
 
Operating-related expenses
78

 
389

 
1,275

 
(115
)
 
1,627

Selling and general expenses
296

 
2,350

 
522

 

 
3,168

Depreciation
41

 
17

 
28

 

 
86

Amortization of intangibles
4

 

 
44

 

 
48

Total expenses
419

 
2,756

 
1,869

 
(115
)
 
4,929

Other loss
3

 

 
6

 

 
9

Operating profit (loss)
176

 
(713
)
 
650

 

 
113

Interest expense (income), net
66

 

 
(7
)
 

 
59

Non-operating intercompany transactions
193

 
38

 
(231
)
 

 

(Loss) income from continuing operations before taxes on income
(83
)
 
(751
)
 
888

 

 
54

(Benefit) provision for taxes on income
(22
)
 
16

 
251

 

 
245

Equity in net (loss) income of subsidiaries
(443
)
 
248

 

 
195

 

(Loss) income from continuing operations
(504
)
 
(519
)
 
637

 
195

 
(191
)
Discontinued operations, net of tax:
 
 
 
 
 
 
 
 
 
Income from discontinued operations
18

 

 

 

 
18

Gain on sale of discontinued operations
160

 

 

 

 
160

Discontinued operations, net
178

 

 

 

 
178

Net (loss) income
$
(326
)
 
$
(519
)
 
$
637

 
$
195

 
(13
)
Less: net income from continuing operations attributable to noncontrolling interests

 

 

 
(102
)
 
(102
)
Net (loss) income attributable to McGraw Hill Financial, Inc.
$
(326
)
 
$
(519
)
 
$
637

 
$
93

 
$
(115
)
Comprehensive (loss) income
$
(495
)
 
$
(544
)
 
$
513

 
$
195

 
$
(331
)


 
Statement of Income
 
Year Ended December 31, 2013
(in millions)
McGraw Hill Financial, Inc.
 
Standard & Poor's Financial Services LLC
 
Non-Guarantor Subsidiaries
 
Eliminations
 
McGraw Hill Financial Inc. Consolidated
Revenue
$
570

 
$
1,931

 
$
2,306

 
$
(105
)
 
$
4,702

Expenses:
 
 
 
 
 
 
 
 
 
Operating-related expenses
128

 
556

 
985

 
(105
)
 
1,564

Selling and general expenses
338

 
532

 
761

 

 
1,631

Depreciation
40

 
19

 
27

 

 
86

Amortization of intangibles
5

 

 
46

 

 
51

Total expenses
511

 
1,107

 
1,819

 
(105
)
 
3,332

Other loss (income)
25

 
3

 
(16
)
 

 
12

Operating profit
34

 
821

 
503

 

 
1,358

Interest expense (income), net
65

 

 
(6
)
 

 
59

Non-operating intercompany transactions
245

 
66

 
(311
)
 

 

Income from continuing operations before taxes on income
(276
)
 
755

 
820

 

 
1,299

(Benefit) provision for taxes on income
(121
)
 
283

 
263

 

 
425

Equity in net income of subsidiaries
1,937

 
197

 

 
(2,134
)
 

Income from continuing operations
1,782

 
669

 
557

 
(2,134
)
 
874

Discontinued operations, net of tax:
 
 
 
 
 
 
 
 
 
Income (loss) from discontinued operations
82

 

 
(79
)
 

 
3

Gain (loss) on sale of discontinued operations
644

 

 
(55
)
 

 
589

Discontinued operations, net
726

 

 
(134
)
 

 
592

Net income
$
2,508

 
$
669

 
$
423

 
$
(2,134
)
 
$
1,466

Less: net income from continuing operations attributable to noncontrolling interests

 

 

 
(91
)
 
(91
)
Less: net loss from discontinued operations attributable to noncontrolling interests


 

 

 
1

 
1

Net income attributable to McGraw Hill Financial, Inc.
$
2,508

 
$
669

 
$
423

 
$
(2,224
)
 
$
1,376

Comprehensive income
$
2,773

 
$
669

 
$
452

 
$
(2,106
)
 
$
1,788


 
Statement of Income
 
Year Ended December 31, 2012
(in millions)
McGraw Hill Financial, Inc.
 
Standard & Poor's Financial Services LLC
 
Non-Guarantor Subsidiaries
 
Eliminations
 
McGraw Hill Financial Inc. Consolidated
Revenue
$
522

 
$
1,964

 
$
1,889

 
$
(105
)
 
$
4,270

Expenses:
 
 
 
 
 
 
 
 
 
Operating-related expenses
83

 
587

 
868

 
(105
)
 
1,433

Selling and general expenses
360

 
504

 
714

 

 
1,578

Depreciation
45

 
19

 
29

 

 
93

Amortization of intangibles
6

 

 
42

 

 
48

Total expenses
494

 
1,110

 
1,653

 
(105
)
 
3,152

Other income
(52
)
 

 

 

 
(52
)
Operating profit
80

 
854

 
236

 

 
1,170

Interest expense (income), net
85

 

 
(4
)
 

 
81

Non-operating intercompany transactions
201

 
11

 
(212
)
 

 

Income from continuing operations before taxes on income
(206
)
 
843

 
452

 

 
1,089

(Benefit) provision for taxes on income
(106
)
 
320

 
174

 

 
388

Equity in net income of subsidiaries
2,713

 
91

 

 
(2,804
)
 

Income from continuing operations
2,613

 
614

 
278

 
(2,804
)
 
701

Loss from discontinued operations
(147
)
 

 
(33
)
 
(29
)
 
(209
)
Net income
$
2,466

 
$
614

 
$
245

 
$
(2,833
)
 
$
492

Less: net income from continuing operations attributable to noncontrolling interests

 

 

 
(50
)
 
(50
)
Less: net income from discontinued operations attributable to noncontrolling interests


 

 

 
(5
)
 
(5
)
Net income attributable to McGraw Hill Financial, Inc.
$
2,466

 
$
614

 
$
245

 
$
(2,888
)
 
$
437

Comprehensive income
$
2,338

 
$
638

 
$
262

 
$
(2,839
)
 
$
399






 
Balance Sheet
 
December 31, 2014
(in millions)
McGraw Hill Financial, Inc.
 
Standard & Poor's Financial Services LLC
 
Non-Guarantor Subsidiaries
 
Eliminations
 
McGraw Hill Financial Inc. Consolidated
ASSETS
 
 
 
 
 
 
 
 
 
Current assets:
 
 
 
 
 
 
 
 
 
Cash and equivalents
$
1,402

 
$

 
$
1,095

 
$

 
$
2,497

Accounts receivable, net of allowance for doubtful accounts
120

 
293

 
519

 

 
932

Intercompany receivable

525

 
2,125

 
1,998

 
(4,648
)
 

Deferred income taxes
72

 
334

 
(43
)
 

 
363

Prepaid and other current assets
80

 
27

 
67

 

 
174

Total current assets
2,199

 
2,779

 
3,636

 
(4,648
)
 
3,966

Property and equipment, net of accumulated depreciation
111

 
5

 
90

 

 
206

Goodwill
109

 
41

 
1,228

 
9

 
1,387

Other intangible assets, net
13

 

 
991

 

 
1,004

Asset for pension benefits

 

 
28

 

 
28

Investments in subsidiaries
1,258

 
653

 
7,125

 
(9,036
)
 

Intercompany loans receivable
19

 
358

 
1,595

 
(1,972
)
 

Other non-current assets
81

 
25

 
74

 

 
180

Total assets
$
3,790

 
$
3,861

 
$
14,767

 
$
(15,647
)
 
$
6,771

LIABILITIES AND EQUITY
 
 
 
 
 
 
 
 
 
Current liabilities:
 
 
 
 
 
 
 
 
 
Accounts payable
$
59

 
$
45

 
$
87

 
$

 
$
191

Intercompany payable
2,566

 
617

 
1,376

 
(4,559
)
 

Accrued compensation and contributions to retirement plans
133

 
121

 
156

 

 
410

Income taxes currently payable
15

 
1

 
16

 

 
32

Unearned revenue
259

 
585

 
479

 

 
1,323

Accrued legal and regulatory settlements

 
1,609

 

 

 
1,609

Other current liabilities
194

 

 
208

 

 
402

Total current liabilities
3,226

 
2,978

 
2,322

 
(4,559
)
 
3,967

Long-term debt
799

 

 

 

 
799

Intercompany loans payable
109

 

 
1,952

 
(2,061
)
 

Pension and postretirement benefits
272

 

 
61

 

 
333

Deferred income taxes
(245
)
 
51

 
250

 

 
56

Other non-current liabilities
219

 
8

 
40

 

 
267

Total liabilities
4,380

 
3,037

 
4,625

 
(6,620
)
 
5,422

Redeemable noncontrolling interest

 

 

 
810

 
810

Equity:
 
 
 
 
 
 
 
 
 
Common stock
412

 

 
2,316

 
(2,316
)
 
412

Additional paid-in capital
(116
)
 
1,153

 
7,016

 
(7,560
)
 
493

Retained income
6,282

 
(329
)
 
1,053

 
(60
)
 
6,946

Accumulated other comprehensive loss
(319
)
 

 
(236
)
 
41

 
(514
)
Less: common stock in treasury
(6,849
)
 

 
(7
)
 
7

 
(6,849
)
Total equity - controlling interests
(590
)
 
824

 
10,142

 
(9,888
)
 
488

Total equity - noncontrolling interests

 

 

 
51

 
51

Total equity
(590
)
 
824

 
10,142

 
(9,837
)
 
539

Total liabilities and equity
$
3,790

 
$
3,861

 
$
14,767

 
$
(15,647
)
 
$
6,771

 
Balance Sheet
 
December 31, 2013
(in millions)
McGraw Hill Financial, Inc.
 
Standard & Poor's Financial Services LLC
 
Non-Guarantor Subsidiaries
 
Eliminations
 
McGraw Hill Financial Inc. Consolidated
ASSETS
 
 
 
 
 
 
 
 
 
Current assets:
 
 
 
 
 
 
 
 
 
Cash and equivalents
$
685

 
$

 
$
857

 
$

 
$
1,542

Accounts receivable, net of allowance for doubtful accounts
108

 
345

 
496

 

 
949

Intercompany receivable
234

 
1,394

 
2,002

 
(3,630
)
 

Deferred income taxes
55

 
34

 
19

 

 
108

Prepaid and other current assets
161

 
1

 
83

 

 
245

Assets held for sale
97

 

 

 

 
97

Total current assets
1,340

 
1,774

 
3,457

 
(3,630
)
 
2,941

Property and equipment, net of accumulated depreciation
135

 
7

 
107

 

 
249

Goodwill
138

 
41

 
1,221

 
9

 
1,409

Other intangible assets, net
17

 

 
1,013

 
3

 
1,033

Asset for pension benefits
232

 

 
29

 

 
261

Investments in subsidiaries
2,215

 
646

 
6,114

 
(8,975
)
 

Intercompany loans receivable
40

 
344

 
(20
)
 
(364
)
 

Other non-current assets
92

 
27

 
49

 

 
168

Total assets
$
4,209

 
$
2,839

 
$
11,970

 
$
(12,957
)
 
$
6,061

LIABILITIES AND EQUITY
 
 
 
 
 
 
 
 
 
Current liabilities:
 
 
 
 
 
 
 
 
 
Accounts payable
$
52

 
$
56

 
$
102

 
$

 
$
210

Intercompany payable
1,665

 
391

 
1,484

 
(3,540
)
 

Accrued compensation and contributions to retirement plans
145

 
119

 
159

 

 
423

Income taxes currently payable
3

 

 
12

 

 
15

Unearned revenue
251

 
559

 
458

 

 
1,268

Other current liabilities
227

 

 
175

 

 
402

Liabilities held for sale
54

 

 

 

 
54

Total current liabilities
2,397

 
1,125

 
2,390

 
(3,540
)
 
2,372

Long-term debt
799

 

 

 

 
799

Intercompany loans payable
89

 

 
363

 
(452
)
 

Pension and postretirement benefits
220

 

 
44

 

 
264

Deferred income taxes
(155
)
 
24

 
337

 

 
206

Other non-current liabilities
235

 
3

 
29

 
(1
)
 
266

Total liabilities
3,585

 
1,152

 
3,163

 
(3,993
)
 
3,907

Redeemable noncontrolling interest

 

 

 
810

 
810

Equity:
 
 
 
 
 
 
 
 
 
Common stock
412

 

 
2,305

 
(2,305
)
 
412

Additional paid-in capital
(87
)
 
1,121

 
7,099

 
(7,686
)
 
447

Retained income
7,195

 
542

 
(462
)
 
109

 
7,384

Accumulated other comprehensive loss
(150
)
 
24

 
(111
)
 
41

 
(196
)
Less: common stock in treasury
(6,746
)
 

 
(24
)
 
24

 
(6,746
)
Total equity - controlling interests
624

 
1,687

 
8,807

 
(9,817
)
 
1,301

Total equity - noncontrolling interests

 

 

 
43

 
43

Total equity
624

 
1,687

 
8,807

 
(9,774
)
 
1,344

Total liabilities and equity
$
4,209

 
$
2,839

 
$
11,970

 
$
(12,957
)
 
$
6,061



 
Statement of Cash Flows
 
Year Ended December 31, 2014
(in millions)
McGraw Hill Financial, Inc.
 
Standard & Poor's Financial Services LLC
 
Non-Guarantor Subsidiaries
 
Eliminations
 
McGraw Hill Financial Inc. Consolidated
Operating Activities:
 
 
 
 
 
 
 
 
 
Net (loss) income
$
(326
)
 
$
(519
)
 
$
637

 
$
195

 
$
(13
)
Less: discontinued operations, net
178

 

 

 

 
178

(Loss) income from continuing operations
(504
)
 
(519
)
 
637

 
195

 
(191
)
Adjustments to reconcile (loss) income from continuing operations to cash (used for) provided by operating activities from continuing operations:
 
 
 
 
 
 
 
 
 
     Depreciation
41

 
17

 
28

 

 
86

     Amortization of intangibles
4

 

 
44

 

 
48

     Provision for losses on accounts receivable

 
5

 
6

 

 
11

     Deferred income taxes
42

 
(272
)
 
(15
)
 

 
(245
)
     Stock-based compensation
31

 
34

 
35

 

 
100

     Accrued legal and regulatory settlements

 
1,587

 

 

 
1,587

     Other
21

 
39

 
20

 

 
80

Changes in operating assets and liabilities, net of effect of acquisitions and dispositions:
 
 
 
 
 
 
 
 
 
     Accounts receivable
(11
)
 
47

 
(45
)
 

 
(9
)
     Prepaid and current assets
(42
)
 
(17
)
 
52

 

 
(7
)
     Accounts payable and accrued expenses
(83
)
 
(47
)
 

 

 
(130
)
     Unearned revenue
8

 
26

 
44

 

 
78

     Other current liabilities
(55
)
 
10

 
(6
)
 

 
(51
)
     Net change in prepaid/accrued income taxes
13

 
3

 
(109
)
 

 
(93
)
     Net change in other assets and liabilities
(117
)
 
5

 
57

 

 
(55
)
Cash (used for) provided by operating activities from continuing operations
(652
)
 
918

 
748

 
195

 
1,209

Investing Activities:
 
 
 
 
 
 
 
 
 
     Capital expenditures
(26
)
 
(14
)
 
(52
)
 

 
(92
)
     Acquisitions, net of cash acquired

 

 
(71
)
 

 
(71
)
     Proceeds from dispositions
63

 

 
20

 

 
83

     Changes in short-term investments

 

 
15

 

 
15

Cash provided by (used for) investing activities from continuing operations
37

 
(14
)
 
(88
)
 

 
(65
)
Financing Activities:
 
 
 
 
 
 
 
 
 
    Dividends paid to shareholders
(326
)
 

 

 

 
(326
)
Dividends and other payments paid to noncontrolling interests

 

 
(84
)
 

 
(84
)
     Repurchase of treasury shares
(362
)
 

 

 

 
(362
)
     Exercise of stock options
184

 

 
9

 

 
193

     Contingent payments

 

 
(11
)
 

 
(11
)
     Excess tax benefits from share-based payments
128

 

 

 

 
128

     Intercompany financing activities
1,367

 
(904
)
 
(268
)
 
(195
)
 

Cash provided by (used for) financing activities from continuing operations
991

 
(904
)
 
(354
)
 
(195
)
 
(462
)
Effect of exchange rate changes on cash from continuing operations
3

 

 
(68
)
 

 
(65
)
Cash provided by continuing operations
379

 

 
238

 

 
617

Discontinued Operations:
 
 
 
 
 
 
 
 
 
     Cash provided by operating activities
18

 

 

 

 
18

     Cash provided by investing activities
320

 

 

 

 
320

Cash provided by discontinued operations
338

 

 

 

 
338

Net change in cash and equivalents
717

 

 
238

 

 
955

Cash and equivalents at beginning of year
685

 

 
857

 

 
1,542

Cash and equivalents at end of year
$
1,402

 
$

 
$
1,095

 
$

 
$
2,497


 
Statement of Cash Flows
 
Year Ended December 31, 2013
(in millions)
McGraw Hill Financial, Inc.
 
Standard & Poor's Financial Services LLC
 
Non-Guarantor Subsidiaries
 
Eliminations
 
McGraw Hill Financial Inc. Consolidated
Operating Activities:
 
 
 
 
 
 
 
 
 
Net income
$
2,508

 
$
669

 
$
423

 
$
(2,134
)
 
$
1,466

Less: discontinued operations, net
726

 

 
(134
)
 

 
592

Income from continuing operations
1,782

 
669

 
557

 
(2,134
)
 
874

Adjustments to reconcile income from continuing operations to cash provided by (used for) operating activities from continuing operations:
 
 
 
 
 
 
 
 
 
     Depreciation
40

 
19

 
27

 

 
86

     Amortization of intangibles
5

 

 
46

 

 
51

     Provision for losses on accounts receivable
1

 
7

 
14

 

 
22

     Deferred income taxes
39

 

 
4

 

 
43

     Stock-based compensation
35

 
33

 
28

 

 
96

     Accrued legal and regulatory settlements

 

 

 

 

     Other
68

 
10

 
18

 

 
96

Changes in operating assets and liabilities, net of effect of acquisitions and dispositions:
 
 
 
 
 
 
 
 
 
     Accounts receivable
(2
)
 
(4
)
 
(29
)
 

 
(35
)
     Prepaid and current assets
(14
)
 
(7
)
 
(8
)
 

 
(29
)
     Accounts payable and accrued expenses
(120
)
 
18

 
8

 

 
(94
)
     Unearned revenue
17

 
43

 
49

 

 
109

     Other current liabilities
(43
)
 
(24
)
 
(22
)
 

 
(89
)
     Net change in prepaid/accrued income taxes
(265
)
 
(3
)
 
30

 

 
(238
)
     Net change in other assets and liabilities
(190
)
 
84

 
(4
)
 

 
(110
)
Cash provided by operating activities from continuing operations
1,353

 
845

 
718

 
(2,134
)
 
782

Investing Activities:
 
 
 
 
 
 
 
 
 
     Capital expenditures
(61
)
 
(19
)
 
(37
)
 

 
(117
)
     Acquisitions, net of cash acquired

 

 
(47
)
 

 
(47
)
     Proceeds from dispositions
35

 

 
16

 

 
51

     Changes in short-term investments

 

 
(17
)
 

 
(17
)
Cash used for investing activities from continuing operations
(26
)
 
(19
)
 
(85
)
 

 
(130
)
Financing Activities:
 
 
 
 
 
 
 
 
 
     Payments on short-term debt
(457
)
 

 

 

 
(457
)
     Dividends paid to shareholders
(308
)
 

 

 

 
(308
)
     Dividends and other payments paid to noncontrolling interests

 

 
(75
)
 

 
(75
)
     Repurchase of treasury shares
(978
)
 

 

 

 
(978
)
     Exercise of stock options
254

 

 
4

 

 
258

     Contingent payments

 

 
(12
)
 

 
(12
)
     Purchase of additional CRISIL shares

 

 
(214
)
 

 
(214
)
     Excess tax benefits from share-based payments
43

 

 

 

 
43

     Intercompany financing activities
(43
)
 
(826
)
 
(1,265
)
 
2,134

 

Cash used for financing activities from continuing operations
(1,489
)
 
(826
)
 
(1,562
)
 
2,134

 
(1,743
)
Effect of exchange rate changes on cash from continuing operations
8

 

 
(9
)
 

 
(1
)
Cash used for continuing operations
(154
)
 

 
(938
)
 

 
(1,092
)
Discontinued Operations:
 
 
 
 
 
 
 
 
 
     Cash provided by (used for) operating activities
720

 

 
(951
)
 

 
(231
)
     Cash provided by investing activities

 

 
2,129

 

 
2,129

     Cash used for financing activities

 

 
(25
)
 

 
(25
)
     Effect of exchange rate changes on cash

 

 
1

 

 
1

Cash provided by discontinued operations
720

 

 
1,154

 

 
1,874

Net change in cash and equivalents
566

 

 
216

 

 
782

Cash and equivalents at beginning of year
119

 

 
641

 

 
760

Cash and equivalents at end of year
$
685

 
$

 
$
857

 
$

 
$
1,542


 
Statement of Cash Flows
 
Year Ended December 31, 2012
(in millions)
McGraw Hill Financial, Inc.
 
Standard & Poor's Financial Services LLC
 
Non-Guarantor Subsidiaries
 
Eliminations
 
McGraw Hill Financial Inc. Consolidated
Operating Activities:
 
 
 
 
 
 
 
 
 
Net income
$
2,466

 
$
614

 
$
245

 
$
(2,833
)
 
$
492

Less: discontinued operations, net
(147
)
 

 
(33
)
 
(29
)
 
(209
)
Income from continuing operations
2,613

 
614

 
278

 
(2,804
)
 
701

Adjustments to reconcile income from continuing operations to cash provided by (used for) operating activities from continuing operations:
 
 
 
 
 
 
 
 
 
     Depreciation
45

 
19

 
29

 

 
93

     Amortization of intangibles
6

 

 
42

 

 
48

     Provision for losses on accounts receivable
1

 
16

 
15

 

 
32

     Deferred income taxes
100

 
(41
)
 
(6
)
 

 
53

     Stock-based compensation
21

 
32

 
37

 

 
90

     Accrued legal and regulatory settlements

 

 

 

 

     Other
(16
)
 
23

 
(4
)
 

 
3

Changes in operating assets and liabilities, net of effect of acquisitions and dispositions:
 
 
 
 
 
 
 
 
 
     Accounts receivable
64

 
(53
)
 
(261
)
 

 
(250
)
     Prepaid and current assets

 
(18
)
 
21

 

 
3

     Accounts payable and accrued expenses
53

 
(71
)
 
91

 

 
73

     Unearned revenue
11

 
(29
)
 
41

 

 
23

     Other current liabilities
(29
)
 
(21
)
 
(18
)
 

 
(68
)
     Net change in prepaid/accrued income taxes
135

 

 
(16
)
 

 
119

     Net change in other assets and liabilities
(144
)
 
8

 
(54
)
 

 
(190
)
Cash provided by operating activities from continuing operations
2,860

 
479

 
195

 
(2,804
)
 
730

Investing Activities:
 
 
 
 
 
 
 
 
 
     Capital expenditures
(50
)
 
(23
)
 
(23
)
 

 
(96
)
     Acquisitions, net of cash acquired

 

 
(177
)
 

 
(177
)
     Changes in short-term investments

 

 
27

 

 
27

Cash used for investing activities from continuing operations
(50
)
 
(23
)
 
(173
)
 

 
(246
)
Financing Activities:
 
 
 
 
 
 
 
 
 
     Payments on short-term debt
457

 

 

 

 
457

     Payments on senior notes
(400
)
 

 

 

 
(400
)
     Dividends paid to shareholders
(984
)
 

 

 

 
(984
)
     Dividends and other payments paid to noncontrolling interests

 

 
(24
)
 

 
(24
)
     Repurchase of treasury shares
(295
)
 

 

 

 
(295
)
     Exercise of stock options
299

 

 

 

 
299

     Excess tax benefits from share-based payments
42

 

 

 

 
42

     Intercompany financing activities
(3,402
)
 
(456
)
 
1,025

 
2,833

 

Cash (used for) provided by financing activities from continuing operations
(4,283
)
 
(456
)
 
1,001

 
2,833

 
(905
)
Effect of exchange rate changes on cash from continuing operations
2

 

 
3

 

 
5

Cash (used for) provided by continuing operations
(1,471
)
 

 
1,026

 
29

 
(416
)
Discontinued Operations:
 
 
 
 
 
 
 
 
 
     Cash provided by (used for) operating activities
1,301

 

 
(735
)
 
(29
)
 
537

     Cash used for investing activities

 

 
(199
)
 

 
(199
)
     Cash used for financing activities

 

 
(12
)
 

 
(12
)
     Effect of exchange rate changes on cash

 

 
3

 

 
3

     Effect of change in cash and equivalents

 

 
12

 

 
12

Cash provided by (used for) discontinued operations
1,301

 

 
(931
)
 
(29
)
 
341

Net change in cash and equivalents
(170
)
 

 
95

 

 
(75
)
Cash and equivalents at beginning of year
289

 

 
546

 

 
835

Cash and equivalents at end of year
$
119

 
$

 
$
641

 
$

 
$
760

Subsequent Events
Subsequent Events
Subsequent Events

On July 24, 2015, we entered into an agreement and plan of merger ("Merger Agreement") with SNL Financial LC (“SNL”) and New Mountain Partners III (AIV-C), L.P., representing the unit holders of SNL, to acquire by way of merger all of the issued and outstanding equity interests in SNL in exchange for $2.225 billion in cash, subject to working capital adjustments.  SNL is a global provider of news, data, and analytical tools to five sectors in the global economy:  financial services, real estate, energy, media & communications, and metals & mining.  SNL delivers information through its suite of web, mobile and direct data feed platforms that helps clients, including investment and commercial banks, investors, corporations, and regulators make decisions, improve efficiency, and manage risk.
 
Upon the completion of the transactions contemplated by the Merger Agreement, which are subject to certain regulatory approvals, each issued and outstanding unit of SNL will be converted into and represent the right to receive a portion of the cash purchase price, without interest, subject to certain working capital and closing adjustments. Pursuant to the terms of the Merger Agreement, a newly formed subsidiary of the Company will merge with SNL, with SNL continuing as a wholly owned subsidiary of the Company.
 
On July 24, 2015, in connection with the Merger Agreement, we entered into a commitment letter (the “Commitment Letter”) with Goldman Sachs Bank USA (the “Commitment Party”). The Commitment Letter provides that, on the terms and subject to the conditions set forth therein, the Commitment Party will lend up to $1 billion to the Company under an unsecured bridge facility, the proceeds of which may be used to pay for the acquisition of SNL and related transaction costs. The commitment is subject to various conditions, including (i) the accuracy of certain representations and warranties, (ii) the execution of satisfactory definitive documentation and (iii) other customary closing conditions for agreements of this type.
 
The Merger Agreement will be accounted for under the acquisition method of accounting for business combinations.  Because current shareholders of the Company will effectively own 100% issued and outstanding units of SNL, McGraw Hill Financial is considered to be the acquiring company for accounting purposes. The application of purchase accounting as of the closing date is expected to have a material effect to the Company’s results of operations for the periods after the acquisition.
Accounting Policies (Policies)
Nature of operations
McGraw Hill Financial, Inc. (together with its consolidated subsidiaries, the “Company,” the “Registrant,” “we,” “us” or “our”) is a leading benchmarks & ratings, analytics, data and research provider serving the global capital, commodities and commercial markets. The capital markets include asset managers, investment banks, commercial banks, exchanges, and issuers; the commodities markets include producers, traders and intermediaries within energy, metals, and agriculture; and the commercial markets include professionals and corporate executives within automotive and marketing / research information services.

Our operations consist of four reportable segments: Standard & Poor’s Ratings Services (“S&P Ratings”), S&P Capital IQ, S&P Dow Jones Indices ("S&P DJ Indices") and Commodities & Commercial (“C&C”).
S&P Ratings is an independent provider of credit ratings, research and analytics, offering investors and market participants information, ratings and benchmarks.
S&P Capital IQ is a global provider of multi-asset-class data, research and analytical capabilities, which integrate cross-asset analytics and desktop services.
S&P DJ Indices is a global leading index provider that maintains a wide variety of valuation and index benchmarks for investment advisors, wealth managers and institutional investors.
C&C consists of business-to-business companies specializing in commercial and commodities markets that deliver their customers access to high-value information, data, analytic services and pricing and quality benchmarks. As of August 1, 2013, we completed the sale of Aviation Week and the results have been included in C&C's results through that date.

See Note 11 – Segment and Geographic Information for further discussion on our operating segments, which are also our reportable segments.

On November 3, 2014, we completed the sale of McGraw Hill Construction, which has historically been part of our C&C segment, to Symphony Technology Group for $320 million in cash completing the portfolio rationalization to create McGraw Hill Financial. Accordingly, the results of operations for the year ended December 31, 2014 and all prior periods presented have been reclassified to reflect the business as a discontinued operation. The assets and liabilities have been removed from the consolidated balance sheet as of December 31, 2014 and classified as held for sale as of December 31, 2013 and December 31, 2012.

We completed the sale of our McGraw-Hill Education business ("MHE") on March 22, 2013 and, accordingly, the results of operations of MHE have been reclassified to reflect the business as a discontinued operation for the years ended December 31, 2013 and December 31, 2012. The assets and liabilities of MHE have been removed from the consolidated balance sheet as of December 31, 2013 and classified as held for sale as of December 31, 2012.

See Note 2 Acquisitions and Divestitures for further discussion on discontinued operations.
Discontinued Operations
In determining whether a group of assets disposed or to be disposed of should be presented as a discontinued operation, we make a determination of whether the group of assets being disposed of comprises a component of the entity; that is, whether it has historic operations and cash flows that can be clearly distinguished both operationally and for financial reporting purposes. We also determine whether the cash flows associated with the group of assets have been or will be eliminated from our ongoing operations as a result of the disposal transaction and whether we will have significant continuing involvement in the operations of the group of assets after the disposal transaction. If we conclude that the cash flows have been eliminated and we have no significant continuing involvement, then the results of operations of the group of assets being disposed of (as well as any gain or loss on the disposal transaction) are aggregated for separate presentation apart from our continuing operating results in the consolidated financial statements. See Note 2 – Acquisitions and Divestitures for a summary of discontinued operations. Unless otherwise indicated, all disclosures and amounts in the notes to our consolidated financial statements relate to our continuing operations.
Principles of consolidation
The consolidated financial statements include the accounts of all subsidiaries and our share of earnings or losses of joint ventures and affiliated companies under the equity method of accounting. All significant intercompany accounts and transactions have been eliminated.
Use of estimates
The preparation of financial statements in conformity with generally accepted accounting principles in the United States of America requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. Actual results could differ from those estimates.
Cash and cash equivalents
Cash and cash equivalents include ordinary bank deposits and highly liquid investments with original maturities of three months or less that consist primarily of money market funds with unrestricted daily liquidity and fixed term time deposits. Such investments and bank deposits are stated at cost, which approximates market value and were $2.5 billion and $1.5 billion as of December 31, 2014 and 2013, respectively. These investments are not subject to significant market risk.
Short-term investments
Short-term investments are securities with original maturities greater than 90 days that are available for use in our operations in the next twelve months. The short-term investments, primarily consisting of certificates of deposit, are classified as held-to-maturity and therefore are carried at cost. Interest and dividends are recorded into income when earned.
Accounts receivable
Credit is extended to customers based upon an evaluation of the customer’s financial condition. Accounts receivable, which include billings consistent with terms of contractual arrangements, are recorded at net realizable value.
Allowance for doubtful accounts
The allowance for doubtful accounts reserve methodology is based on historical analysis, a review of outstanding balances and current conditions. In determining these reserves, we consider, amongst other factors, the financial condition and risk profile of our customers, areas of specific or concentrated risk as well as applicable industry trends or market indicators.
Deferred technology costs
We capitalize certain software development and website implementation costs. Capitalized costs only include incremental, direct costs of materials and services incurred to develop the software after the preliminary project stage is completed, funding has been committed and it is probable that the project will be completed and used to perform the function intended. Incremental costs are expenditures that are out-of-pocket to us and are not part of an allocation or existing expense base. Software development and website implementation costs are expensed as incurred during the preliminary project stage. Capitalized costs are amortized from the year the software is ready for its intended use over its estimated useful life, three to seven years, using the straight-line method. Periodically, we evaluate the amortization methods, remaining lives and recoverability of such costs. Capitalized software development and website implementation costs are included in other non-current assets and are presented net of accumulated amortization. Gross deferred technology costs were $123 million and $131 million as of December 31, 2014 and 2013, respectively. Accumulated amortization of deferred technology costs was $55 million and $71 million as of December 31, 2014 and 2013, respectively.
Fair Value
Certain assets and liabilities are required to be recorded at fair value and classified within a fair value hierarchy based on inputs used when measuring fair value. We have an immaterial amount of forward exchange contracts that are adjusted to fair value on a recurring basis.

Other financial instruments, including cash and equivalents and short-term investments, are recorded at cost, which approximates fair value because of the short-term maturity and highly liquid nature of these instruments. The fair value of our long-term debt borrowings were $871 million and $801 million as of December 31, 2014 and 2013, respectively, and was estimated based on quoted market prices.
Accounting for the impairment of long-lived assets (including other intangible assets)
We evaluate long-lived assets for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Upon such an occurrence, recoverability of assets to be held and used is measured by comparing the carrying amount of an asset to current forecasts of undiscounted future net cash flows expected to be generated by the asset. If the carrying amount of the asset exceeds its estimated future cash flows, an impairment charge is recognized equal to the amount by which the carrying amount of the asset exceeds the fair value of the asset. For long-lived assets held for sale, assets are written down to fair value, less cost to sell. Fair value is determined based on market evidence, discounted cash flows, appraised values or management’s estimates, depending upon the nature of the assets.

On July 31, 2014, we completed the sale of the Company's aircraft to Harold W. McGraw III, Chairman of the Company's Board of Directors and former President and CEO of the Company for a purchase price of $20 million. During the second quarter of 2014, we recorded a non-cash impairment charge of $6 million within other loss (income) in our consolidated statement of income as a result of the pending sale. See Note 13 – Related Party Transactions for further discussion.

On June 30, 2014, we completed the sale of our data center to Quality Technology Services, LLC (“QTS”) which owns, operates, and manages data centers. Net proceeds from the sale of $58 million were received in July of 2014. The sale includes all of the facilities and equipment on the south campus of our East Windsor, New Jersey location, inclusive of the rights and obligations associated with an adjoining solar power field. The sale resulted in an expense of $3 million recorded within other loss (income) in our consolidated statement of income, which is in addition to the non-cash impairment charge of $36 million we recorded in the fourth quarter of 2013 to adjust the value facilities and associated infrastructure classified as held for sale to their fair value.

During the fourth quarter of 2013, we also incurred a $26 million non-cash impairment charge associated with an intangible asset acquired through the formation of our S&P Dow Jones Indices LLC joint venture.

There were no material impairments of long-lived assets for the year ended December 31, 2012.

Goodwill and other indefinite-lived intangible assets
Goodwill represents the excess of purchase price and related costs over the value assigned to the net tangible and identifiable intangible assets of businesses acquired. Goodwill and other intangible assets with indefinite lives are not amortized, but instead are tested for impairment annually during the fourth quarter each year or more frequently if events or changes in circumstances indicate that the asset might be impaired. We have four reporting units with goodwill that are evaluated for impairment.

We initially perform a qualitative analysis evaluating whether any events and circumstances occurred or exist that provide evidence that it is more likely than not that the fair value of any of our reporting units is less than its carrying amount. If, based on our evaluation we do not believe that it is more likely than not that the fair value of any of our reporting units is less than its carrying amount, no quantitative impairment test is performed. Conversely, if the results of our qualitative assessment determine that it is more likely than not that the fair value of any of our reporting units is less than their respective carrying amounts we perform a two-step quantitative impairment test.

When conducting the first step of our two step impairment test to evaluate the recoverability of goodwill at the reporting unit level, the estimated fair value of the reporting unit is compared to its carrying value including goodwill. Fair value of the reporting units are estimated using the income approach, which incorporates the use of a discounted free cash flow (“DCF”) analyses and are corroborated using the market approach, which incorporates the use of revenue and earnings multiples based on market data. The DCF analyses are based on the current operating budgets and estimated long-term growth projections for each reporting unit. Future cash flows are discounted based on a market comparable weighted average cost of capital rate for each reporting unit, adjusted for market and other risks where appropriate. In addition, we analyze any difference between the sum of the fair values of the reporting units and our total market capitalization for reasonableness, taking into account certain factors including control premiums.

If the fair value of the reporting unit is less than the carrying value, a second step is performed which compares the implied fair value of the reporting unit’s goodwill to the carrying value of the goodwill. The fair value of the goodwill is determined based on the difference between the fair value of the reporting unit and the net fair value of the identifiable assets and liabilities of the reporting unit. If the implied fair value of the goodwill is less than the carrying value, the difference is recognized as an impairment charge.

We evaluate the recoverability of indefinite-lived intangible assets by first performing a qualitative analysis evaluating whether any events and circumstances occurred that provide evidence that it is more likely than not that the indefinite-lived asset is impaired. If, based on our evaluation of the events and circumstances that occurred during the year we do not believe that it is more likely than not that the indefinite-lived asset is impaired, no quantitative impairment test is performed. Conversely, if the results of our qualitative assessment determine that it is more likely than not that the indefinite-lived asset is impaired a quantitative impairment test is performed. If necessary, the impairment test is performed by comparing the estimated fair value of the intangible asset to its carrying value. If the indefinite-lived intangible asset carrying value exceeds its fair value, an impairment analysis is performed using the income approach. The fair value of loss is recognized in an amount equal to that excess.

Significant judgments inherent in these analyses include estimating the amount and timing of future cash flows and the selection of appropriate discount rates, royalty rates and long-term growth rate assumptions. Changes in these estimates and assumptions could materially affect the determination of fair value for each reporting unit and indefinite-lived intangible asset and could result in an impairment charge, which could be material to our financial position and results of operations.

We performed our impairment assessment of goodwill and indefinite-lived intangible assets and concluded that no impairment existed for the years ended December 31, 2014 and December 31, 2013. As further discussed in Note 2 – Acquisitions and Divestitures, we determined that during the year ended December 31, 2012, the goodwill at MHE's School Education Group was impaired.
Foreign currency translation
We have operations in many foreign countries. For most international operations, the local currency is the functional currency. For international operations that are determined to be extensions of the parent company, the U.S. dollar is the functional currency. For local currency operations, assets and liabilities are translated into U.S. dollars using end of period exchange rates, and revenue and expenses are translated into U.S. dollars using weighted-average exchange rates. Foreign currency translation adjustments are accumulated in a separate component of equity.
Revenue recognition
Revenue is recognized as it is earned when services are rendered. We consider amounts to be earned once evidence of an arrangement has been obtained, services are performed, fees are fixed or determinable and collectability is reasonably assured. Revenue relating to products that provide for more than one deliverable is recognized based upon the relative fair value to the customer of each deliverable as each deliverable is provided. Revenue relating to agreements that provide for more than one service is recognized based upon the relative fair value to the customer of each service component as each component is earned. If the fair value to the customer for each service is not objectively determinable, management makes its best estimate of the services’ stand-alone selling price and records revenue as it is earned over the service period. For arrangements that include multiple services, fair value of the service components are determined using an analysis that considers cash consideration that would be received for instances when the service components are sold separately. Advertising revenue is recognized when the page is run. Subscription income is recognized over the related subscription period.
Depreciation
The costs of property and equipment are depreciated using the straight-line method based upon the following estimated useful lives: buildings and improvements from 15 to 40 years and equipment and furniture from 2 to 10 years. The costs of leasehold improvements are amortized over the lesser of the useful lives or the terms of the respective leases.
Advertising expense
The cost of advertising is expensed as incurred. We incurred $35 million, $41 million and $31 million in advertising costs for the years ended December 31, 2014, 2013 and 2012, respectively.
Stock-based compensation
Stock-based compensation expense is measured at the grant date based on the fair value of the award and is recognized over the requisite service period, which typically is the vesting period. Stock-based compensation is classified as both operating-related expense and selling and general expense in the consolidated statements of income.
Income taxes
Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to be applied to taxable income in the years in which those temporary differences are expected to be recovered or settled. We recognize liabilities for uncertain tax positions taken or expected to be taken in income tax returns. Accrued interest and penalties related to unrecognized tax benefits are recognized in interest expense and operating expense, respectively.

Judgment is required in determining our provision for income taxes, deferred tax assets and liabilities and unrecognized tax benefits. In determining the need for a valuation allowance, the historical and projected financial performance of the operation that is recording a net deferred tax asset is considered along with any other pertinent information.

We file income tax returns in the U.S. federal jurisdiction, various states, and foreign jurisdictions, and we are routinely under audit by many different tax authorities. We believe that our accrual for tax liabilities is adequate for all open audit years based on our assessment of many factors including past experience and interpretations of tax law. This assessment relies on estimates and assumptions and may involve a series of complex judgments about future events. It is possible that examinations will be settled prior to December 31, 2015. If any of these tax audit settlements do occur within that period we would make any necessary adjustments to the accrual for unrecognized tax benefits. Until formal resolutions are reached between us and the tax authorities, the determination of a possible audit settlement range with respect to the impact on unrecognized tax benefits is not practicable. On the basis of present information, our opinion is that any assessments resulting from the current audits will not have a material effect on our consolidated financial statements.
Redeemable Noncontrolling Interest
The agreement with the minority partners of our S&P Dow Jones Indices LLC joint venture discussed in Note 2 Acquisitions and Divestitures, contains redemption features whereby interests held by our minority partners are redeemable both at the option of the holder and upon the occurrence of an event that is not solely within our control. Since redemption of the noncontrolling interest is outside of our control, this interest is presented on our consolidated balance sheets under the caption “Redeemable noncontrolling interest.” If the interest were to be redeemed, we would be required to purchase all of such interest at fair value on the date of redemption. We adjust the redeemable noncontrolling interest each reporting period to its estimated redemption value, but never less than its initial fair value, using a combination of an income and market valuation approach. Our income and market valuation approaches may incorporate Level 3 measures for instances when observable inputs are not available, including assumptions related to expected future net cash flows, long-term growth rates, the timing and nature of tax attributes, and the redemption features. Any adjustments to the redemption value will impact retained income. See Note 8 – Equity, for further detail.
Contingencies
We accrue for loss contingencies when both (a) information available prior to issuance of the financial statements indicates that it is probable that a liability had been incurred at the date of the financial statements and (b) the amount of loss can reasonably be estimated. We continually assess the likelihood of any adverse judgments or outcomes to our contingencies, as well as potential amounts or ranges of probable losses, and recognize a liability, if any, for these contingencies based on an analysis of each matter with the assistance of outside legal counsel and, if applicable, other experts. Because many of these matters are resolved over long periods of time, our estimate of liabilities may change due to new developments, changes in assumptions or changes in our strategy related to the matter. When we accrue for loss contingencies and the reasonable estimate of the loss is within a range, we record its best estimate within the range. We disclose an estimated possible loss or a range of loss when it is at least reasonably possible that a loss may have been incurred.
Recent Accounting Standards
In August of 2014, the Financial Accounting Standards Board (“FASB”) issued guidance that requires management to evaluate, at each annual and interim reporting period, whether there are conditions or events that raise substantial doubt about the entity's ability to continue as a going concern within one year after the date the financial statements are issued and provide related disclosures. This guidance is effective for reporting periods beginning after December 15, 2016, however, early adoption is permitted. We do not expect the adoption of this guidance to have a significant impact on our consolidated financial statements.

In May of 2014, the FASB and the International Accounting Standards Board (“IASB”) issued jointly a converged standard on the recognition of revenue from contracts with customers which is intended to improve the financial reporting of revenue and comparability of the top line in financial statements globally. The core principle of the new standard is for the recognition of revenue to depict the transfer of goods or services to customers in amounts that reflect the payment to which the company expects to be entitled in exchange for those goods or services. The new standard will also result in enhanced revenue disclosures, provide guidance for transactions that were not previously addressed comprehensively and improve guidance for multiple-element arrangements. The amendments are effective for annual reporting periods beginning after December 15, 2016, including interim periods within that reporting period. Early adoption is not permitted. We are currently in the process of assessing the impact the adoption of this guidance will have on our consolidated financial statements.

In April of 2014, the FASB issued final guidance that raises the threshold for a disposal to qualify as a discontinued operation and requires new disclosures of both discontinued operations and certain other disposals that do not meet the definition of a discontinued operation. The guidance is intended to reduce the frequency of disposals reported as discontinued operations by focusing on strategic shifts that have or will have a major effect on an entity’s operations and financial results. In addition, the guidance permits companies to have continuing cash flows and significant continuing involvement with the disposed component. The FASB’s amended guidance is effective for our annual reporting period beginning January 1, 2015, however, early adoption is permitted. We do not expect the adoption of the guidance to have a significant impact on our consolidated financial statements.

In July of 2013, the FASB issued amended guidance that resolves the diversity in practice for the presentation of an unrecognized tax benefit when a net operating loss carryforward, a similar tax loss, or a tax credit carryforward exists. This new accounting guidance requires the netting of unrecognized tax benefits ("UTBs") against a deferred tax asset for a loss or other carryforward that would apply in settlement of the uncertain tax positions. Under the new standard, UTBs will be netted against all available same-jurisdiction loss or other tax carryforwards that would be utilized, rather than only against carryforwards that are created by the UTBs. The new standard requires prospective adoption but allows retrospective adoption for all periods presented. The amendments were effective on January 1, 2014, and the adoption of the guidance did not have a significant impact on our consolidated financial statements.

In March of 2013, the FASB issued amended guidance that resolves the diversity in practice for the accounting for the cumulative translation adjustment upon derecognition of certain subsidiaries or groups of assets within a foreign entity. The amended guidance requires that when a parent entity ceases to have a controlling financial interest in a subsidiary or group of assets within a foreign entity, the parent is required to release any related cumulative translation adjustment into net income in instances when a sale or transfer results in the complete or substantially complete liquidation of the foreign entity in which the subsidiary or group of assets had resided. Additionally, the amended guidance clarifies that the sale of an investment in a foreign entity includes both (1) events that result in the loss of a controlling financial interest in a foreign entity and (2) events that result in an acquirer obtaining control of an acquiree in which it held an equity interest immediately before the acquisition date. In these instances, an entity is required to release the cumulative translation adjustment into net income. The amendments were effective on January 1, 2014, and the adoption of the guidance did not have a significant impact on our consolidated financial statements.

Reclassification
Certain prior year amounts have been reclassified for comparability purposes.
Acquisitions and Divestitures (Tables)
6 Months Ended 12 Months Ended
Jun. 30, 2015
Dec. 31, 2014
Business Combinations [Abstract]
 
 
Schedule of considerations transferred for the S&P/DJ Indices acquisition
 
Schedule of purchase price allocation for the S&P/DJ Indices acquisition
 
Schedule of liabilities assumed by acquisition
 
Schedule of components of income and assets and liabilities from discontinued operations
The tables below present the consideration transferred and the allocation of purchase price to the assets and liabilities of the DJI business acquired as a result of the transaction.

Consideration Transferred
(in millions)
 
Fair value of 27% of S&P Index
$
571

Fair value of redeemable noncontrolling interest associated with net assets acquired
221

Total
$
792

Purchase Price Allocation
(in millions)
 
Current assets
$
79

Intangible assets:
 
     Indefinite-lived intangibles
470

     Customer relationships
110

     Other intangibles
33

     Goodwill
111

Current liabilities
(11
)
       Total net assets
$
792

Liabilities assumed in conjunction with the acquisition of businesses are as follows:
(in millions)
Years ended December 31,
 
2014
 
2013
 
2012
Fair value of assets acquired
$
67

 
$

 
$
1,071

Fair value of consideration transferred for DJI business

 

 
792

Cash paid (net of cash acquired)
52

 

 
177

Liabilities assumed 1
$
15

 
$

 
$
102


1 2013 acquisitions did not result in any liabilities assumed.
The key components of income from discontinued operations for the periods ended June 30, 2014 consist of the following:

(in millions)
Three Months
 
Six Months
Revenue
$
44

 
$
84

Expenses
34

 
63

Operating income
10

 
21

Provision for taxes on income
4

 
9

Income from discontinued operations, net of tax
$
6

 
$
12



The key components of income from discontinued operations consist of the following:
(in millions)
Years ended December 31,

2014

2013

2012
Revenue
$
139


$
441


$
2,242

Expenses
110


436


2,426

Operating income (loss)
29


5


(184
)
Interest expense (income), net


2


(2
)
Income (loss) before taxes on income (loss)
29


3


(182
)
Provision for taxes on income (loss)
11




27

Income (loss) from discontinued operations, net of tax
18


3


(209
)
Pre-tax gain on sale from discontinued operations
289


888



Provision for taxes on gain on sale
129


299



Gain on sale of discontinued operations, net of tax
160


589



Discontinued operations, net
178


592


(209
)
Less: net (loss) income attributable to noncontrolling interests


(1
)

5

Income (loss) from discontinued operations attributable to McGraw Hill Financial, Inc. common shareholders
$
178


$
593


$
(214
)

The components of assets and liabilities held for sale related to McGraw Hill Construction in the consolidated balance sheet consist of the following:
(in millions)
December 31, 2013
Accounts receivable, net
$
30

Goodwill
3

Other assets
3

Assets held for sale
$
36

 
 
Accounts payable and accrued expenses
$
13

Unearned revenue
41

Liabilities held for sale
$
54

Goodwill and Other Intangible Assets (Tables)
The change in the carrying amount of goodwill by segment is shown below:
(in millions)
S&P Ratings
 
S&P Capital IQ
 
S&P DJ Indices
 
C&C
 
Total
Balance as of December 31, 2012
$
130

 
$
457

 
$
380

 
$
468

 
$
1,435

Dispositions

 
(3
)
 
(4
)
 
(29
)
 
(36
)
Other (primarily Fx)
(5
)
 
15

 

 

 
10

Balance as of December 31, 2013
125

 
469

 
376

 
439

 
1,409

Acquisitions
4

 

 

 
38

 
42

Dispositions

 

 

 
(32
)
 
(32
)
Other (primarily Fx)
(7
)
 
(17
)
 

 
(8
)
 
(32
)
Balance as of December 31, 2014
$
122

 
$
452

 
$
376

 
$
437

 
$
1,387

The following table summarizes our definite-lived intangible assets:
(in millions)
 
 
 
 
 
 
 
 
 
 
 
Cost
Databases and software
 
Content
 
Customer relationships
 
Tradenames
 
Other intangibles
 
Total
Balance as of December 31, 2012
$
126

 
$
139

 
$
225

 
$
45

 
$
159

 
$
694

   Acquisitions

 

 

 

 
44

 
44

     Dispositions
(9
)
 

 

 

 
(13
)
 
(22
)
     Impairment1

 

 

 

 
(26
)
 
(26
)
     Other (primarily Fx)
(2
)
 

 

 

 
(6
)
 
(8
)
Balance as of December 31, 2013
115

 
139

 
225

 
45

 
158

 
682

   Acquisitions

 

 

 

 
13

 
13

     Transfers

 

 

 

 
(44
)
 
(44
)
     Other (primarily Fx)
(2
)
 

 
3

 
1

 
(16
)
 
(14
)
Balance as of December 31, 2014
$
113

 
$
139

 
$
228

 
$
46

 
$
111

 
$
637

 
 
 
 
 
 
 
 
 
 
 
 
Accumulated amortization
 
 
 
 
 
 
 
 
 
 
 
Balance as of December 31, 2012
$
80

 
$
31

 
$
55

 
$
30

 
$
49

 
$
245

Current year amortization
9

 
14

 
11

 
2

 
15

 
51

     Dispositions
(6
)
 

 

 

 
(9
)
 
(15
)
     Other (primarily Fx)

 

 
1

 

 
1

 
2

Balance as of December 31, 2013
83

 
45

 
67

 
32

 
56

 
283

Current year amortization
6

 
14

 
13

 
3

 
12

 
48

     Other (primarily Fx)
(1
)
 

 

 

 
(4
)
 
(5
)
Balance as of December 31, 2014
$
88

 
$
59

 
$
80

 
$
35

 
$
64

 
$
326

 
 
 
 
 
 
 
 
 
 
 
 
Net definite-lived intangibles:
 
 
 
 
 
 
 
 
 
 
 
December 31, 2013
$
32

 
$
94

 
$
158

 
$
13

 
$
102

 
$
399

December 31, 2014
$
25

 
$
80

 
$
148

 
$
11

 
$
47

 
$
311


1 
We incurred a $26 million non-cash impairment charge associated with an intangible asset acquired through the formation of our S&P Dow Jones Indices LLC joint venture.

Amortization expense for the years ended December 31, 2014, 2013 and 2012, and the projected amortization expense for intangible assets over the next five years for the years ended December 31, assuming no further acquisitions or dispositions, is as follows:
(in millions)
Amortization
expense
 
Expected
amortization
expense
2012
$
48

 
 
2013
51

 
 
2014
48

 
 
2015
 
 
$
47

2016
 
 
47

2017
 
 
44

2018
 
 
37

2019

 
29

Taxes on Income (Tables)
Income before taxes on income resulted from domestic and foreign operations is as follows:
(in millions)
Year Ended December 31,
 
2014
 
2013
 
2012
Domestic operations
$
(423
)
 
$
821

 
$
800

Foreign operations
477

 
478

 
289

Total continuing income before taxes
$
54

 
$
1,299

 
$
1,089

The provision/(benefit) for taxes on income consists of the following:
(in millions)
Year Ended December 31,
 
2014
 
2013
 
2012
Federal:
 
 
 
 
 
Current
$
285

 
$
194

 
$
181

Deferred
(213
)
 
51

 
73

Total federal
72

 
245

 
254

Foreign:
 
 
 
 
 
Current
135

 
152

 
91

Deferred
1

 
(19
)
 
(9
)
Total foreign
136

 
133

 
82

State and local:
 
 
 
 
 
Current
62

 
37

 
38

Deferred
(25
)
 
10

 
14

Total state and local
37

 
47

 
52

Total provision for taxes for continuing operations
245

 
425

 
388

Provision for discontinued operations
140

 
299

 
27

Total provision for taxes
$
385

 
$
724

 
$
415

A reconciliation of the U.S. federal statutory income tax rate to our effective income tax rate for financial reporting purposes is as follows: 
 
Year Ended December 31,
 
2014
 
2013
 
2012
U.S. federal statutory income tax rate
35.0
 %
 
35.0
 %
 
35.0
 %
Legal and regulatory settlements
524.1

 

 

State and local income taxes
64.2

 
2.8

 
3.5

Foreign operations
(79.6
)
 
(3.9
)
 
(2.7
)
S&P Dow Jones Indices LLC joint venture
(60.2
)
 
(2.0
)
 
(1.1
)
Tax credits and incentives
(91.5
)
 
(2.1
)
 
(2.4
)
Other, net
61.7

 
2.9

 
3.3

Effective income tax rate for continuing operations
453.7
 %
 
32.7
 %
 
35.6
 %
The principal temporary differences between the accounting for income and expenses for financial reporting and income tax purposes are as follows: 
(in millions)
December 31,
 
2014
 
2013
Deferred tax assets:
 
 
 
Legal and regulatory settlements
$
305

 
$
6

Employee compensation
98

 
72

Accrued expenses
107

 
136

Postretirement benefits
140

 
32

Unearned revenue
24

 
55

Allowance for doubtful accounts
12

 
15

Loss carryforwards
29

 
28

Other
12

 
10

Total deferred tax assets
727

 
354

Deferred tax liabilities:
 
 
 
Goodwill and intangible assets 1
(377
)
 
(379
)
Fixed assets
(11
)
 
(55
)
Other

 

Total deferred tax liabilities
(388
)
 
(434
)
Net deferred income tax asset (liability) before valuation allowance
339

 
(80
)
Valuation allowance
(12
)
 
(5
)
Net deferred income tax asset (liability)
$
327

 
$
(85
)
Reported as:
 
 
 
Current deferred tax assets
$
363

 
$
108

Current deferred tax liabilities
(2
)
 
(10
)
Non-current deferred tax assets
22

 
23

Non-current deferred tax liabilities
(56
)
 
(206
)
Net deferred income tax asset (liability)
$
327

 
$
(85
)

1 
See Note 2 – Acquisitions and Divestitures for further discussion regarding the impact related to the S&P Dow Jones Indices LLC.
A reconciliation of the beginning and ending amount of unrecognized tax benefits is as follows:
(in millions)
Years ended December 31,
 
2014
 
2013
 
2012
Balance at beginning of year
$
82

 
$
74

 
$
58

Additions based on tax positions related to the current year
30

 
27

 
14

Additions for tax positions of prior years
33

 
10

 
3

Reduction for tax positions of prior years
(11
)
 
(9
)
 
(1
)
Reduction for settlements
(16
)
 
(20
)
 

Balance at end of year
$
118

 
$
82

 
$
74

Debt (Tables)
6 Months Ended 12 Months Ended
Jun. 30, 2015
Dec. 31, 2014
Short-term and long-term debt outstanding
(in millions)
June 30,
2015
 
December 31,
2014
5.9% Senior Notes, due 2017 1
$
400

 
$
400

4.0% Senior Notes, due 2025 2
695

 

6.55% Senior Notes, due 2037 3
399

 
399

Long-term debt
$
1,494

 
$
799

1
Interest payments are due semiannually on April 15 and October 15, and, as of June 30, 2015, the unamortized debt discount is less than $1 million.
2
Interest payments are due semiannually on June 15 and December 15, and, as of June 30, 2015, the unamortized debt discount is approximately $5 million.
3
Interest payments are due semiannually on May 15 and November 15, and, as of June 30, 2015, the unamortized debt discount is approximately $1 million.
Short-term and long-term debt outstanding
A summary of short-term and long-term debt outstanding is as follows:
(in millions)
December 31,
 
2014
 
2013
5.9% Senior Notes, due 2017 1
$
400

 
$
400

6.55% Senior Notes, due 2037 2
399

 
399

Commercial paper

 

Total debt
799

 
799

Less: short-term debt including current maturities

 

Long-term debt
$
799

 
$
799

1 
Interest payments are due semiannually on April 15 and October 15, and as of December 31, 2014, the unamortized debt discount is less than $1 million.
2 
Interest payments are due semiannually on May 15 and November 15, and as of December 31, 2014, the unamortized debt discount is approximately $1 million.
Employee Benefits (Tables)
A summary of the benefit obligation and the fair value of plan assets, as well as the funded status for the retirement and postretirement plans as of December 31, is as follows (benefits paid in the table below include only those amounts contributed directly to or paid directly from plan assets): 
(in millions)
Retirement Plans
 
Postretirement Plans
 
2014
 
2013
 
2014
 
2013
Net benefit obligation at beginning of year
$
2,004

 
$
2,171

 
$
103

 
$
129

Service cost
5

 
10

 
1

 
2

Interest cost
99

 
91

 
4

 
5

Plan participants’ contributions

 

 
4

 
4

Actuarial loss (gain)
504

 
(178
)
 
5

 
(13
)
Gross benefits paid
(125
)
 
(77
)
 
(13
)
 
(13
)
Foreign currency effect
(25
)
 
8

 

 

Curtailment 1

 
(26
)
 

 
(11
)
Other adjustments

 
5

 
(8
)
 

Net benefit obligation at end of year
2,462

 
2,004

 
96

 
103

Fair value of plan assets at beginning of year
2,088

 
1,851

 

 

Actual return on plan assets
270

 
281

 

 

Employer contributions
22

 
27

 
9

 
9

Plan participants’ contributions

 

 
4

 
4

Gross benefits paid
(125
)
 
(77
)
 
(13
)
 
(13
)
Foreign currency effect
(19
)
 
6

 

 

Fair value of plan assets at end of year
2,236

 
2,088

 

 

Funded status
$
(226
)
 
$
84

 
$
(96
)
 
$
(103
)
Amounts recognized in consolidated balance sheets:
 
 
 
 
 
 
 
Non-current assets
$
28

 
$
261

 
$

 
$

Current liabilities
(8
)
 
(7
)
 
(9
)
 
(9
)
Non-current liabilities
(246
)
 
(170
)
 
(87
)
 
(94
)

$
(226
)
 
$
84

 
$
(96
)
 
$
(103
)
Accumulated benefit obligation
$
2,440

 
$
2,004

 
 
 
 
Plans with accumulated benefit obligation in excess of the fair value of plan assets:
 
 
 
 
 
 
 
Projected benefit obligation
$
2,046

 
$
176

 
 
 
 
Accumulated benefit obligation
$
2,024

 
$
158

 
 
 
 
Fair value of plan assets
$
1,792

 
$

 
 
 
 
Amounts recognized in accumulated other comprehensive loss, net of tax:
 
 
 
 
 
 
 
Net actuarial loss (gain)
$
452

 
$
227

 
$
(8
)
 
$
(11
)
Prior service credit
1

 
1

 
(5
)
 
(1
)
Total recognized
$
453

 
$
228

 
$
(13
)
 
$
(12
)

1 
The curtailment gain for our retirement plans in 2013 relates to a freeze of pension accruals for MHE employees as well as all remaining active employees in the United Kingdom ("U.K."). The curtailment gain for our postretirement plans relates to the sale of MHE on March 22, 2013.

A summary of net periodic benefit cost for our retirement and postretirement plans for the years ended December 31, is as follows: 
(in millions)
Retirement Plans
 
Postretirement Plans
 
2014
 
2013
 
2012
 
2014
 
2013
 
2012
Service cost
$
5

 
$
10

 
$
24

 
$
1

 
$
2

 
$
3

Interest cost
99

 
91

 
93

 
4

 
5

 
5

Expected return on assets
(138
)
 
(129
)
 
(124
)
 

 

 

Amortization of:

 

 

 

 

 

Actuarial loss (gain)
11

 
26

 
32

 
(1
)
 

 

Prior service cost (credit)

 
5

 
(1
)
 

 
(1
)
 
(1
)
Curtailment 1

 
(8
)
 

 
(1
)
 
(12
)
 

Net periodic benefit cost
$
(23
)
 
$
(5
)
 
$
24

 
$
3

 
$
(6
)
 
$
7


1 
The curtailment gain for our retirement plans in 2013 relates to a freeze of pension accruals for MHE employees as well as all remaining active employees in the United Kingdom ("U.K."). The curtailment gain for our postretirement plans in 2014 is a result of plan changes effective October 31, 2014 eliminating retiree medical and life insurance benefits for active employees not retiring by July 1, 2016. The curtailment gain for our postretirement plans in 2013 relates to the sale of MHE on March 22, 2013.
Other changes in plan assets and benefit obligations recognized in other comprehensive income, net of tax for the years ended December 31, are as follows: 
(in millions)
Retirement Plans
 
Postretirement Plans
 
2014
 
2013
 
2012
 
2014
 
2013
 
2012
Net actuarial loss (gain)
$
232

 
$
(213
)
 
$
116

 
$
3

 
$
(8
)
 
$
2

Recognized actuarial (gain) loss
(7
)
 
(15
)
 
(20
)
 
1

 

 

Prior service cost (credit)

 
5

 
2

 
(5
)
 

 
1

Total recognized
$
225

 
$
(223
)
 
$
98

 
$
(1
)
 
$
(8
)
 
$
3

Assumptions
 
Retirement Plans
 
Postretirement Plans
 
2014
 
2013
 
2012
 
2014
 
2013
 
2012
Benefit obligation:
 
 
 
 
 
 
 
 
 
 
 
Discount rate
4.15
%
 
5.00
%
 
4.10
%
 
3.60
%
 
4.20
%
 
3.45
%
Net periodic cost:
 
 
 
 
 
 
 
 
 
 
 
Weighted-average healthcare cost rate 1
 
 
 
 
 
 
7.0
%
 
7.0
%
 
7.5
%
Discount rate - U.S. plan 2
5.0
%
 
4.1
%
 
5.1
%
 
4.125
%
 
3.45
%
 
4.45
%
Discount rate - U.K. plan 2
4.5
%
 
4.8
%
 
5.1
%
 
 
 
 
 
 
Compensation increase factor - U.S. plan
N/A

 
N/A

 
4.5
%
 
 
 
 
 
 
Compensation increase factor - U.K. plan
N/A

 
5.75
%
 
5.85
%
 
 
 
 
 
 
Return on assets 3
7.125
%
 
7.25
%
 
7.75
%
 
 
 
 
 
 

1 
The assumed weighted-average healthcare cost trend rate will decrease ratably from 7% in 2014 to 5% in 2020 and remain at that level thereafter. Assumed healthcare cost trends have an effect on the amounts reported for the healthcare plans. A one percentage point change in assumed healthcare cost trend creates the following effects:
(in millions)
1% point
increase
 
1% point
decrease
Effect on postretirement obligation
$
5

 
$
(4
)

2 
Effective January 1, 2015, we changed our discount rate assumption on our U.S. retirement plans to 4.15% from 5.0% in 2014 and changed our discount rate assumption on our U.K. plan to 3.8% from 4.5% in 2014.
3 
The expected return on assets assumption is calculated based on the plan’s asset allocation strategy and projected market returns over the long-term. Effective January 1, 2015, we changed our return on assets assumption to 6.25% from 7.125% for the U.S. plan in 2014 and to 6.25% from 6.75% for the U.K. plan in 2014.
A one percentage point change in assumed healthcare cost trend creates the following effects:
(in millions)
1% point
increase
 
1% point
decrease
Effect on postretirement obligation
$
5

 
$
(4
)
Information about the expected cash flows for our retirement and postretirement plans and the impact of the Medicare subsidy is as follows: 
(in millions)
 
 
Postretirement Plans 2
 
Retirement 1
Plans
 
Gross
payments
 
Retiree
contributions
 
Medicare
subsidy
 
Net
payments
2015
$
84

 
$
15

 
$
(5
)
 
$
(1
)
 
$
9

2016
88

 
15

 
(5
)
 
(1
)
 
9

2017
92

 
15

 
(5
)
 
(1
)
 
9

2018
96

 
15

 
(5
)
 
(1
)
 
9

2019
100

 
14

 
(5
)
 
(1
)
 
8

2020-2024
553

 
52

 
(15
)
 
(3
)
 
34

1 
Reflects the total benefits expected to be paid from the plans or from our assets including both our share of the benefit cost and the participants’ share of the cost.
2 
Reflects the total benefits expected to be paid from our assets.
The fair value of our defined benefit plans assets as of December 31, 2014 and 2013, by asset class is as follows:
(in millions)
December 31, 2014
 
Total
 
Level 1
 
Level 2
 
Level 3
Cash and short-term investments
$
176

 
$
17

 
$
159

 
$

Equities:

 

 

 

U.S. indexes 1
293

 
88

 
205

 

U.S. growth and value
204

 
147

 
57

 

U.K.
67

 
56

 
11

 

International, excluding U.K.
139

 
42

 
97

 

Fixed income:

 

 

 

Long duration strategy 2
1,165

 

 
1,165

 

Intermediate duration securities
25

 

 
25

 

Agency mortgage backed securities
6

 

 
6

 

Asset backed securities
18

 

 
18

 

Non-agency mortgage backed securities 3
37

 

 
37

 

U.K. 4
7

 

 
7

 

International, excluding U.K.
85

 

 
85

 

Other
14

 

 
14

 

Total
$
2,236

 
$
350

 
$
1,886

 
$

(in millions)
December 31, 2013
 
Total
 
Level 1
 
Level 2
 
Level 3
Cash, short-term investments, and other
$
68

 
$
20

 
$
48

 
$

Equities:

 

 

 

U.S. indexes 1
514

 
145

 
369

 

U.S. growth and value
373

 
325

 
48

 

U.K.
183

 
101

 
82

 

International, excluding U.K.
227

 
131

 
96

 

Fixed income:

 

 

 

Long duration strategy 2
517

 

 
517

 

Intermediate duration securities
11

 

 
11

 

Agency mortgage backed securities
7

 

 
7

 

Asset backed securities
16

 

 
16

 

Non-agency mortgage backed securities 3
45

 

 
45

 

U.K. 4
66

 

 
66

 

International, excluding U.K.
61

 

 
61

 

Total
$
2,088

 
$
722

 
$
1,366

 
$

1 
Includes securities that are tracked in the following indexes: S&P 500, S&P MidCap 400, S&P MidCap 400 Growth and S&P Smallcap 600.
2 
Includes securities that are investment grade obligations of issuers in the U.S.
3 
Includes U.S. mortgage-backed securities that are not backed by the U.S. government.
4 
Includes securities originated by the government of and other issuers from the U.K.

Stock-Based Compensation (Tables)
6 Months Ended 12 Months Ended
Jun. 30, 2015
Dec. 31, 2014
Disclosure of Compensation Related Costs, Share-based Payments [Abstract]
 
 
Number of common shares reserved for issuance
 
Stock-based compensation expense
Assumptions used in valuing the options granted
 
Stock option activity
 
Stock option exercised
 
Restricted stock and unit activity
 
The number of common shares reserved for issuance are as follows: 
(in millions)
December 31,
 
2014
 
2013
Shares available for granting under the 2002 Plan
31.4
 
30.3
Options outstanding
8.1
 
12.2
Total shares reserved for issuance 1
39.5
 
42.5
1
Shares reserved for issuance under the Director Deferred Stock Ownership Plan are not included in the total, but are approximately 0.1 million.

Stock-based compensation for the periods ended June 30 is as follows:
(in millions)
Three Months
 
Six Months
 
2015
 
2014
 
2015
 
2014
Stock option expense
$
3

 
$
6

 
$
9

 
$
9

Restricted stock and unit awards expense
16

 
24

 
28

 
38

Total stock-based compensation expense 
$
19

 
$
30

 
$
37

 
$
47

Stock-based compensation expense and the corresponding tax benefit are as follows: 
(in millions)
Year Ended December 31,
 
2014
 
2013
 
2012
Stock option expense
$
21

 
$
13

 
$
10

Restricted stock and unit awards expense
79

 
83

 
80

Total stock-based compensation expense
$
100

 
$
96

 
$
90

 
 
 
 
 
 
Tax benefit
$
38

 
$
37

 
$
35

The following assumptions were used in valuing the options granted (in 2012, stock options were not granted as part of employees' total stock-based incentive awards): 
 
Year Ended December 31,
 
2014

 
2013

 
2012
Risk-free average interest rate
0.1 - 2.9%

 
0.1 - 2.9%

 
N/A
Dividend yield
1.8 - 1.4%

 
2.09 - 2.07%

 
N/A
Volatility
18 - 41%

 
29 - 45%

 
N/A
Expected life (years)
6.25 - 6.21

 
6.1 - 6.2

 
N/A
Weighted-average grant-date fair value per option
$
23.41

 
$
14.46

 
N/A
Stock option activity is as follows: 
(in millions, except per award amounts)
Shares

Weighted average exercise price

Weighted-average remaining years of contractual term

Aggregate intrinsic value
Options outstanding as of December 31, 2013
12.2

 
$
41.78

 
 
 
 
Granted
0.8

1 

$
77.85

 
 
 
 
Exercised
(4.8
)
 
$
72.04

 
 
 
 
Canceled, forfeited and expired
(0.1
)
 
$
50.96

 
 
 
 
Options outstanding as of December 31, 2014
8.1

 
$
45.18

 
4.8
 
$
356

Options exercisable as of December 31, 2014
6.5

 
$
40.28

 
3.8
 
$
317


(in millions, except per award amounts)
Shares

Weighted-average grant-date fair value
Nonvested options outstanding as of December 31, 2013
1.3

 
$
14.46

Granted
0.8

 
$
23.41

Vested
(0.4
)
 
$
14.47

Forfeited
(0.1
)
 
$
15.68

Nonvested options outstanding as of December 31, 2014
1.6

 
$
19.00

Total unrecognized compensation expense related to nonvested options
$
12

 
 
Weighted-average years to be recognized over
2.1

 
 
Information regarding our stock option exercises is as follows: 
(in millions)
Year Ended December 31,
 
2014
 
2013
 
2012
Net cash proceeds from the exercise of stock options
$
193

 
$
258

 
$
299

Total intrinsic value of stock option exercises
$
168

 
$
158

 
$
120

Income tax benefit realized from stock option exercises
$
73

 
$
61

 
$
47


Restricted stock and unit activity for performance and non-performance awards is as follows: 
(in millions, except per award amounts)
Shares
 
Weighted-average grant-date fair value
Nonvested shares as of December 31, 2013
3.1

 
$
47.89

Granted
0.7

 
$
77.74

Vested
(1.9
)
 
$
44.54

Forfeited
(0.2
)
 
$
57.26

Nonvested shares as of December 31, 2014
1.7

 
$
61.56

Total unrecognized compensation expense related to nonvested awards
$
68

 
 
Weighted-average years to be recognized over
1.6

 
 


 
Year Ended December 31,
 
2014
 
2013
 
2012
Weighted-average grant-date fair value per award
$
77.74

 
$
44.22

 
$
44.38

Total fair value of restricted stock and unit awards vested
$
88

 
$
119

 
$
90

Tax benefit relating to restricted stock activity
$
30

 
$
33

 
$
32

Equity (Tables)
6 Months Ended 12 Months Ended
Jun. 30, 2015
Dec. 31, 2014
Equity [Abstract]
 
 
Dividend history
 
Share repurchases
Redeemable noncontrolling interest rollforward
Schedule of changes in the components of accumulated other comprehensive loss
 
Year Ended December 31,
 
2014
 
2013
 
2012
Quarterly dividend rate
$
0.30

 
$
0.28

 
$
0.255

Annualized dividend rate
$
1.20

 
$
1.12

 
$
1.02

Special dividend
$

 
$

 
$
2.50

Dividends paid (in millions)
$
326

 
$
308

 
$
984

Share repurchases for the periods ended June 30 were as follows: 
(in millions, except average price)
Three Months
 
Six Months
 
2015
 
2014
 
2015
 
2014
Total number of shares purchased 1
1.6

 
2.2

 
2.6

 
4.4

Average price paid per share 1
$
104.82

 
$
79.65

 
$
104.62

 
$
79.06

Total cash utilized 2
$
164

 
$
177

 
$
274

 
$
352


1
On June 25, 2014, we repurchased 0.5 million shares of the Company's common stock from the personal holdings of Harold W. McGraw III, then Chairman of the Company's Board of Directors and former President and CEO of the Company, at a discount of 0.35% from the June 24, 2014 New York Stock Exchange closing price. We repurchased these shares with cash for $41 million at an average price of $82.66 per share. See Note 13 — Related Party Transactions for further information.
2 
In December of 2013, 0.1 million shares were repurchased for approximately $10 million, which settled in January of 2014. Cash used for financing activities only reflects those shares which settled during the six months ended June 30, 2014 resulting in $362 million of cash used to repurchase shares.
Share repurchases were as follows: 
(in millions, except average price)
Year Ended December 31,
 
2014
 
2013
 
2012
Total number of shares purchased - 2013 Repurchase Program
4.4

 

 

Total number of shares purchased - 2011 Repurchase Program 1, 2

 
16.9

 
6.8

Average price paid per share 2.3
$
79.06

 
$
58.52

 
$
50.35

Total cash utilized 3
$
352

 
$
989

 
$
295

1 
2013 and 2012 include shares received as part of our accelerated share repurchase agreements as described in more detail below.
2 
On June 25, 2014, we repurchased 0.5 million shares of the Company's common stock from the personal holdings of Harold W. McGraw III, Chairman of the Company's Board of Directors and former President and CEO of the Company, at a discount of 0.35% from the June 24, 2014 New York Stock Exchange closing price. We repurchased these shares with cash for $41 million at an average price of $82.66 per share. See Note 13 Related Party Transactions for further information.
3 
In December 2013, 0.1 million shares were repurchased for approximately $10 million, which settled in January 2014. Excluding these 0.1 million shares, the average price paid per share was $58.36. Cash used for financing activities only reflects those shares which settled during the year ended December 31, 2014 resulting in $362 million of cash used to repurchase shares.
Changes to redeemable noncontrolling interest during the six months ended June 30, 2015 were as follows:
(in millions)
 
Balance as of December 31, 2014
$
810

Net income attributable to noncontrolling interest
50

Distributions payable to noncontrolling interest
(34
)
Redemption value adjustment
(16
)
Balance as of June 30, 2015
$
810


Changes to redeemable noncontrolling interest during the year ended December 31, 2014 were as follows:
(in millions)
 
Balance as of December 31, 2013
$
810

Net income attributable to noncontrolling interest
92

Distributions to noncontrolling interest
(91
)
Redemption value adjustment
(1
)
Balance as of December 31, 2014
$
810

The following table summarizes the changes in the components of accumulated other comprehensive loss for the six months ended June 30, 2015:
(in millions)
Foreign Currency Translation Adjustment
 
Pension and Postretirement Benefit Plans
 
Unrealized Gain (Loss) on Forward Exchange Contracts
 
Accumulated Other Comprehensive Loss
Balance as of December 31, 2014
$
(83
)
 
$
(431
)
 
$

 
$
(514
)
Other comprehensive income before reclassifications
(34
)
 
31

 

 
(3
)
Reclassifications from accumulated other comprehensive loss to net earnings

 
6

1 


 
6

Net other comprehensive income
(34
)
 
37

 

 
3

Balance as of June 30, 2015
$
(117
)
 
$
(394
)
 
$

 
$
(511
)

1 
See Note 5 Employee Benefits for additional details of items reclassed from accumulated other comprehensive loss to net earnings.

The following table summarizes the changes in the components of accumulated other comprehensive loss for the year ended December 31, 2014:
(in millions)
Foreign Currency Translation Adjustment
 
Pension and Postretirement Benefit Plans
 
Unrealized Gain (Loss) on Forward Exchange Contracts
 
Accumulated Other Comprehensive Loss
Balance as of December 31, 2013
$
23

 
$
(216
)
 
$
(3
)
 
$
(196
)
Other comprehensive income before reclassifications
(106
)
 
(221
)
 
3

 
(324
)
Reclassifications from accumulated other comprehensive loss to net earnings

 
6

1 


 
6

Net other comprehensive income
(106
)
 
(215
)
 
3

 
(318
)
Balance as of December 31, 2014
$
(83
)
 
$
(431
)
 
$

 
$
(514
)
1 
See Note 6 Employee Benefits for additional details of items reclassed from accumulated other comprehensive loss to net earnings.
Earnings (Loss) per Share (Tables)
6 Months Ended 12 Months Ended
Jun. 30, 2015
Dec. 31, 2014
Reconciliation of the number of shares used for calculating basic and diluted earnings per common share
The calculation for basic and diluted EPS for the periods ended June 30 is as follows: 
(in millions, except per share amounts)
Three Months
 
Six Months
 
2015
 
2014
 
2015
 
2014
Amounts attributable to McGraw Hill Financial, Inc. common shareholders:
 
 
 
 
 
 
 
Income from continuing operations
$
353

 
$
286

 
$
656

 
$
528

Income from discontinued operations

 
6

 

 
12

Net income
$
353

 
$
292

 
$
656

 
$
540

 
 
 
 
 
 
 
 
Basic weighted-average number of common shares outstanding
273.1

 
271.5

 
273.3

 
271.7

Effect of stock options and other dilutive securities
2.6

 
4.6

 
2.7

 
5.0

Diluted weighted-average number of common shares outstanding
275.7

 
276.1

 
276.0

 
276.7

 
 
 
 
 
 
 
 
Earnings per share attributable to McGraw Hill Financial, Inc. common shareholders:
 
 
 
 
 
 
 
Income from continuing operations:
 
 
 
 
 
 
 
Basic
$
1.29

 
$
1.05

 
$
2.40

 
$
1.94

Diluted
$
1.28

 
$
1.04

 
$
2.38

 
$
1.91

Income from discontinued operations:
 
 
 
 
 
 
 
Basic
$

 
$
0.02

 
$

 
$
0.05

Diluted
$

 
$
0.02

 
$

 
$
0.05

Net income:
 
 
 
 
 
 
 
Basic
$
1.29

 
$
1.08

 
$
2.40

 
$
1.99

Diluted
$
1.28

 
$
1.06

 
$
2.38

 
$
1.95

Reconciliation of the number of shares used for calculating basic and diluted earnings per common share
The calculation for basic and diluted earnings (loss) per share is as follows:
(in millions, except per share data)
Year Ended December 31,
 
2014
 
2013
 
2012
Amount attributable to McGraw Hill Financial, Inc. common shareholders:
 
 
 
 
 
(Loss) income from continuing operations
$
(293
)
 
$
783

 
$
651

Income (loss) from discontinued operations
178

 
593

 
(214
)
Net (loss) income attributable to the Company
$
(115
)
 
$
1,376

 
$
437

 
 
 
 
 
 
Basic weighted-average number of common shares outstanding
271.5

 
274.5

 
278.6

Effect of stock options and other dilutive securities

 
5.3

 
6.0

Diluted weighted-average number of common shares outstanding
271.5

 
279.8

 
284.6

 
 
 
 
 
 
(Loss) income from continuing operations:
 
 
 
 
 
Basic
$
(1.08
)
 
$
2.85

 
$
2.33

Diluted
$
(1.08
)
 
$
2.80

 
$
2.29

Income (loss) from discontinued operations:
 
 
 
 
 
Basic
$
0.66

 
$
2.16

 
$
(0.77
)
Diluted
$
0.66

 
$
2.12

 
$
(0.75
)
Net (loss) income:
 
 
 
 
 
Basic
$
(0.42
)
 
$
5.01

 
$
1.57

Diluted
$
(0.42
)
 
$
4.91

 
$
1.53

Restructuring (Tables)
6 Months Ended 12 Months Ended
Jun. 30, 2015
Dec. 31, 2014
Schedule of initial restructuring charge recorded and the ending reserve balance
The initial restructuring charge recorded and the ending reserve balance as of June 30, 2015 by segment is as follows:
 
2015 Restructuring Plan
2014 Restructuring Plan
(in millions)
Initial Charge Recorded
 
Ending Reserve Balance
Initial Charge Recorded
 
Ending Reserve Balance
S&P Ratings
$
11

 
$
11

$
45

 
$
21

S&P Capital IQ
13

 
12

9

 
3

C&C 1
3

 
2

16

 
6

Corporate
3

 
3

16

 
11

Total
$
30

 
$
28

$
86

 
$
41


1 
The 2014 restructuring plan included an initial charge of $3 million and an ending reserve balance of $1 million for McGraw Hill Construction.

Schedule of initial restructuring charge recorded and the ending reserve balance
The initial restructuring charge recorded and the ending reserve balance as of December 31, 2014 by segment is as follows:
 
2014 Restructuring Plan
 
2013 Restructuring Plan
(in millions)
Initial Charge Recorded
 
Ending Reserve Balance
 
Initial Charge Recorded
 
Ending Reserve Balance
S&P Ratings
$
45

 
$
42

 
$
13

 
2

S&P Capital IQ
9

 
7

 
10

 
1

C&C 1
16

 
14

 
10

 
2

Corporate
16

 
15

 
16

 
2

Total
$
86

 
$
78

 
$
49

 
$
7


1 
The 2014 restructuring plan includes an initial charge of $3 million and an ending reserve balance of $1 million for McGraw Hill Construction. The 2013 restructuring plan includes an initial charge of $1 million and an ending reserve balance of less than $1 million for McGraw Hill
Segment and Geographic Information (Tables)
6 Months Ended 12 Months Ended
Jun. 30, 2015
Dec. 31, 2014
Segment Reporting [Abstract]
 
 
Segment information
Schedule of revenue and long-lived assets by geographic region
 
A summary of operating results by segment for the periods ended June 30 is as follows: 
Three Months
2015
 
2014
(in millions)
Revenue
 
Operating Profit
 
Revenue
 
Operating Profit
S&P Ratings 1
$
658

 
$
361

 
$
664

 
$
308

S&P Capital IQ
324

 
63

 
307

 
54

S&P DJ Indices
148

 
96

 
133

 
82

C&C
234

 
87

 
219

 
77

Intersegment elimination 2
(22
)
 

 
(21
)
 

Total operating segments
1,342

 
607

 
1,302

 
521

Unallocated expense 3

 
(25
)
 

 
(45
)
Total
$
1,342

 
$
582

 
$
1,302

 
$
476


Six Months
2015
 
2014
(in millions)
Revenue
 
Operating Profit
 
Revenue
 
Operating Profit
S&P Ratings 1
$
1,264

 
$
652

 
$
1,233

 
$
548

S&P Capital IQ
644

 
125

 
608

 
107

S&P DJ Indices
291

 
191

 
269

 
174

C&C
459

 
173

 
431

 
146

Intersegment elimination 2
(43
)
 

 
(43
)
 

Total operating segments
2,615

 
1,141

 
2,498

 
975

Unallocated expense 3

 
(58
)
 

 
(79
)
Total
$
2,615

 
$
1,083

 
$
2,498

 
$
896


1 
Operating profit for the three and six months ended June 30, 2015 include a benefit related to legal settlement insurance recoveries of $45 million and $80 million, respectively, partially offset by legal settlement charges of $4 million and $34 million, respectively.
2 
Revenue for S&P Ratings and expenses for S&P Capital IQ include an intersegment royalty charged to S&P Capital IQ for the rights to use and distribute content and data developed by S&P Ratings.
3 
The three and six months ended June 30, 2015 include a gain of $11 million related to the sale of our interest in a legacy McGraw Hill Construction investment. See Note 2 Acquisitions and Divestitures for additional information.
Segment information for the years ended December 31 is as follows:
 
(in millions)
Revenue
 
Operating (Loss) Profit
 
2014
2013
2012
 
2014
2013
2012
S&P Ratings
$
2,455

 
$
2,274

 
$
2,034

 
$
(583
)
 
$
882

 
$
809

S&P Capital IQ
1,237

 
1,170

 
1,124

 
228

 
189

 
183

S&P DJ Indices
552

 
493

 
388

 
347

 
266

 
202

C&C 1
893

 
841

 
793

 
290

 
280

 
219

Intersegment elimination 2
(86
)
 
(76
)
 
(69
)
 

 

 

Total operating segments
5,051

 
4,702

 
4,270

 
282

 
1,617

 
1,413

Unallocated expense 3

 

 

 
(169
)
 
(259
)
 
(243
)
Total
$
5,051

 
$
4,702

 
$
4,270

 
$
113

 
$
1,358

 
$
1,170

1 
McGraw Hill Construction has historically been part of the C&C segment. In accordance with the presentation of McGraw Hill Construction as a discontinued operation, the results of operations, inclusive of corporate overhead allocations, for all periods presented have been reclassified out of C&C's results to reflect this change. See Note 2 Acquisitions and Divestitures for further discussion.
2 
Revenue for S&P Ratings and expenses for S&P Capital IQ include an intersegment royalty charged to S&P Capital IQ for the rights to use and distribute content and data developed by S&P Ratings.
3 
The year ended December 31, 2014 includes restructuring charges of $16 million. The year ended December 31, 2013 includes costs necessary to enable the separation of MHE and reduce our cost structure of $64 million, a $36 million non-cash impairment charge related to the sale of a data center and $13 million related to terminating various leases as we reduce our real estate portfolio. The year ended December 31, 2012 includes costs necessary to enable the separation of MHE and reduce our cost structure of $156 million and $52 million related to a vacation accrual reversal.
(in millions)
Depreciation & Amortization
 
Capital Expenditures
 
2014
2013
2012
 
2014
2013
2012
S&P Ratings
$
43

 
$
45

 
$
43

 
$
33

 
$
40

 
$
43

S&P Capital IQ
50

 
49

 
50

 
38

 
39

 
22

S&P DJ Indices
7

 
10

 
8

 
2

 
4

 
2

C&C
24

 
22

 
23

 
11

 
17

 
16

Total operating segments
124

 
126

 
124

 
84

 
100

 
83

Corporate
10

 
11

 
17

 
8

 
17

 
13

Total
$
134

 
$
137

 
$
141

 
$
92

 
$
117

 
$
96


Segment information as of December 31 is as follows:
(in millions)
Total Assets
 
2014
 
2013
S&P Ratings
$
624

 
$
630

S&P Capital IQ
1,011

 
1,054

S&P DJ Indices
1,166

 
1,160

C&C
918

 
907

Total operating segments
3,719

 
3,751

Corporate 1
3,052

 
2,213

Assets held for sale 2

 
97

Total
$
6,771

 
$
6,061

1 
Corporate assets consist principally of cash and equivalents, assets for pension benefits, deferred income taxes and leasehold improvements related to subleased areas.
2 
Includes McGraw Hill Construction and one of our data centers as of December 31, 2013.
The following provides revenue and long-lived assets by geographic region:
(in millions)
Revenue
 
Long-lived Assets
 
Years ended December 31,
 
December 31,
 
2014
 
2013
 
2012
 
2014
 
2013
United States
$
2,911

 
$
2,723

 
$
2,508

 
$
2,117

 
$
2,206

European region
1,316

 
1,226

 
1,067

 
430

 
432

Asia
528

 
483

 
453

 
54

 
59

Rest of the world
296

 
270

 
242

 
64

 
54

Total
$
5,051

 
$
4,702

 
$
4,270

 
$
2,665

 
$
2,751



 
Revenue
 
Long-lived Assets
 
Years ended December 31,
 
December 31,
 
2014
 
2013
 
2012
 
2014
 
2013
United States
58
%
 
58
%
 
59
%
 
80
%
 
80
%
European region
26

 
26

 
25

 
16

 
16

Asia
10

 
10

 
11

 
2

 
2

Rest of the world
6

 
6

 
5

 
2

 
2

Total
100
%
 
100
%
 
100
%
 
100
%
 
100
%
Commitments and Contingencies (Tables)
Rental expense for property and equipment under all operating lease agreements is as follows:
(in millions)
Years ended December 31,
 
2014
 
2013
 
2012
Gross rental expense
$
199

 
$
202

 
$
158

Less: sublease revenue
(16
)
 
(29
)
 
(4
)
Less: Rock-McGraw rent credit
(23
)
 
(20
)
 
(19
)
Net rental expense
$
160

 
$
153

 
$
135

Cash amounts for future minimum rental commitments, including rent payments on the sale-leaseback, under existing non-cancelable leases with a remaining term of more than one year, along with minimum sublease rental income to be received under non-cancelable subleases are shown in the following table.
(in millions)
Rent
commitment
 
Sublease
income
 
Net rent
2015
$
152

 
$
(12
)
 
$
140

2016
120

 
(12
)
 
108

2017
109

 
(11
)
 
98

2018
99

 
(12
)
 
87

2019
92

 
(12
)
 
80

2020 and beyond
162

 
(5
)
 
157

Total
$
734

 
$
(64
)
 
$
670

Quarterly Financial Information (Unaudited) (Tables)
Quarterly Financial Information (Unaudited)
Quarterly Financial Information (Unaudited)
 
(in millions, except per share data)
First
quarter
 
Second
quarter
 
Third
quarter
 
Fourth
quarter
 
Total
year
2014
 
 
 
 
 
 
 
 
 
Revenue
$
1,196


$
1,302


$
1,263

  
$
1,290


$
5,051

Operating profit (loss)
$
420

 
$
476

 
$
366

 
$
(1,148
)
 
$
113

Income (loss) from continuing operations
$
268


$
310


$
215

  
$
(984
)

$
(191
)
Income from discontinued operations
$
7


$
6


$
2

  
$
163


$
178

Net income (loss)
$
275


$
316


$
217

  
$
(821
)

$
(13
)
Net income (loss) attributable to McGraw Hill Financial common shareholders:
 
 
 
 
 
 
 
 
 
Income (loss) from continuing operations
$
241


$
286


$
188

  
$
(1,009
)

$
(293
)
Income from discontinued operations
7


6


2

  
163


178

Net income (loss)
$
248


$
292


$
190


$
(846
)

$
(115
)
 
 
 
 
 
 
 
 
 
 
Earnings (loss) per share attributable to McGraw Hill Financial, Inc. common shareholders:
 
 
 
 
 
 
 
 
 
Income (loss) from continuing operations:
 
 
 
 
 
 
 
 
 
Basic
$
0.89


$
1.05


$
0.69


$
(3.71
)

$
(1.08
)
Diluted
$
0.87


$
1.04


$
0.68


$
(3.71
)

$
(1.08
)
Income from discontinued operations:
 
 
 
 
 
 
 
 
 
Basic
$
0.02


$
0.02


$
0.01


$
0.60


$
0.66

Diluted
$
0.02


$
0.02


$
0.01


$
0.60


$
0.66

Net income (loss):
 
 
 
 
 
 
 
 
 
Basic
$
0.91


$
1.08


$
0.70


$
(3.11
)

$
(0.42
)
Diluted
$
0.89


$
1.06


$
0.69


$
(3.11
)

$
(0.42
)
 
 
 
 
 
 
 
 
 
 
2013
 
 
 
 
 
 
 
 
 
Revenue
$
1,140


$
1,205


$
1,152

  
$
1,206


$
4,702

Operating profit
$
269

 
$
423

 
$
395

 
$
271

 
$
1,358

Income from continuing operations
$
168


$
266


$
258


$
182


$
874

Income (loss) from discontinued operations
$
587


$
11


$
(13
)

$
6


$
592

Net income
$
755


$
277


$
245


$
188


$
1,466

Net income attributable to McGraw Hill Financial common shareholders:
 
 
 
 
 
 
 
 
 
Income from continuing operations
$
147


$
243


$
228

  
$
165

  
$
783

Income (loss) from discontinued operations
588


11


(13
)
  
6

  
593

Net income
$
735


$
254


$
215


$
171


$
1,376

 
 
 
 
 
 
 
 
 
 
Earnings (loss) per share attributable to McGraw Hill Financial, Inc. common shareholders:
 
 
 
 
 
 
 
 
 
Income from continuing operations:
 
 
 
 
 
 
 
 
 
Basic
$
0.52


$
0.88


$
0.83


$
0.61


$
2.85

Diluted
$
0.52


$
0.87


$
0.82


$
0.60


$
2.80

Income (loss) from discontinued operations:
 
 
 
 
 
 
 
 
 
Basic
$
2.10


$
0.04


$
(0.05
)

$
0.02


$
2.16

Diluted
$
2.07


$
0.04


$
(0.05
)

$
0.02


$
2.12

Net income:
 
 
 
 
 
 
 
 
 
Basic
$
2.62


$
0.93


$
0.79


$
0.63


$
5.01

Diluted
$
2.59


$
0.91


$
0.77


$
0.62


$
4.91


Note - Totals presented may not sum due to rounding.
Condensed Consolidating Financial Statements (Tables)
6 Months Ended 12 Months Ended
Jun. 30, 2015
Dec. 31, 2014
 
Statement of Income
 
Three Months Ended June 30, 2015
 
(Unaudited)
(in millions)
McGraw Hill Financial, Inc.
 
Standard & Poor's Financial Services LLC
 
Non-Guarantor Subsidiaries
 
Eliminations
 
McGraw Hill Financial Inc. Consolidated
Revenue
$
161

 
$
573

 
$
636

 
$
(28
)
 
$
1,342

Expenses:
 
 
 
 
 
 
 
 
 
Operating-related expenses
21

 
154

 
259

 
(28
)
 
406

Selling and general expenses
1

 
101

 
230

 

 
332

Depreciation
10

 
5

 
7

 

 
22

Amortization of intangibles
1

 

 
10

 

 
11

Total expenses
33

 
260

 
506

 
(28
)
 
771

Other income

 

 
(11
)
 

 
(11
)
Operating profit
128

 
313

 
141

 

 
582

Interest expense (income), net
20

 

 
(4
)
 

 
16

Non-operating intercompany transactions
71

 
59

 
(130
)
 

 

Income from continuing operations before taxes on income
37

 
254

 
275

 

 
566

Provision for taxes on income
11

 
99

 
75

 

 
185

Equity in net income of subsidiaries
338

 
68

 

 
(406
)
 

Net income
$
364

 
$
223

 
$
200

 
$
(406
)
 
$
381

Less: net income from continuing operations attributable to noncontrolling interests

 

 

 
(28
)
 
(28
)
Net income attributable to McGraw Hill Financial, Inc.
$
364

 
$
223

 
$
200

 
$
(434
)
 
$
353

Comprehensive income
$
384

 
$
222

 
$
262

 
$
(405
)
 
$
463


 
Statement of Income
 
Six Months Ended June 30, 2015
 
(Unaudited)
(in millions)
McGraw Hill Financial, Inc.
 
Standard & Poor's Financial Services LLC
 
Non-Guarantor Subsidiaries
 
Eliminations
 
McGraw Hill Financial Inc. Consolidated
Revenue
$
317

 
$
1,117

 
$
1,237

 
$
(56
)
 
$
2,615

Expenses:
 
 
 
 
 
 
 
 
 
Operating-related expenses
53

 
311

 
504

 
(56
)
 
812

Selling and general expenses
67

 
162

 
436

 

 
665

Depreciation
19

 
10

 
14

 

 
43

Amortization of intangibles
2

 

 
21

 

 
23

Total expenses
141

 
483

 
975

 
(56
)
 
1,543

Other income

 

 
(11
)
 

 
(11
)
Operating profit
176

 
634

 
273

 

 
1,083

Interest expense (income), net
37

 

 
(5
)
 

 
32

Non-operating intercompany transactions
129

 
91

 
(220
)
 

 

Income from continuing operations before taxes on income
10

 
543

 
498

 

 
1,051

Provision for taxes on income
17

 
190

 
133

 

 
340

Equity in net income of subsidiaries
703

 
134

 

 
(837
)
 

Net income
$
696

 
$
487

 
$
365

 
$
(837
)
 
$
711

Less: net income from continuing operations attributable to noncontrolling interests

 

 

 
(55
)
 
(55
)
Net income attributable to McGraw Hill Financial, Inc.
$
696

 
$
487

 
$
365

 
$
(892
)
 
$
656

Comprehensive income
$
710

 
$
486

 
$
357

 
$
(839
)
 
$
714


 
Statement of Income
 
Three Months Ended June 30, 2014
 
(Unaudited)
(in millions)
McGraw Hill Financial, Inc.
 
Standard & Poor's Financial Services LLC
 
Non-Guarantor Subsidiaries
 
Eliminations
 
McGraw Hill Financial Inc. Consolidated
Revenue
$
148

 
$
542

 
$
640

 
$
(28
)
 
$
1,302

Expenses:
 
 
 
 
 
 
 
 
 
Operating-related expenses
21

 
164

 
250

 
(28
)
 
407

Selling and general expenses
27

 
132

 
217

 

 
376

Depreciation
11

 
4

 
7

 

 
22

Amortization of intangibles
1

 

 
11

 

 
12

Total expenses
60

 
300

 
485

 
(28
)
 
817

Other loss
3

 

 
6

 

 
9

Operating profit
85

 
242

 
149

 

 
476

Interest expense (income), net
15

 

 
(1
)
 

 
14

Non-operating intercompany transactions
15

 
7

 
(22
)
 

 

Income from continuing operations before taxes on income
55

 
235

 
172

 

 
462

Provision for taxes on income
21

 
86

 
45

 

 
152

Equity in net income of subsidiaries
241

 
58

 

 
(299
)
 

Income from continuing operations
275

 
207

 
127

 
(299
)
 
310

Income from discontinued operations, net of tax
6

 

 

 

 
6

Net income
$
281

 
$
207

 
$
127

 
$
(299
)
 
$
316

Less: net income from continuing operations attributable to noncontrolling interests

 

 

 
(24
)
 
(24
)
Net income attributable to McGraw Hill Financial, Inc.
$
281

 
$
207

 
$
127

 
$
(323
)
 
$
292

Comprehensive income
$
240

 
$
208

 
$
146

 
$
(302
)
 
$
292


 
Statement of Income
 
Six Months Ended June 30, 2014
 
(Unaudited)
(in millions)
McGraw Hill Financial, Inc.
 
Standard & Poor's Financial Services LLC
 
Non-Guarantor Subsidiaries
 
Eliminations
 
McGraw Hill Financial Inc. Consolidated
Revenue
$
294

 
$
1,028

 
$
1,233

 
$
(57
)
 
$
2,498

Expenses:
 
 
 
 
 
 
 
 
 
Operating-related expenses
40

 
315

 
505

 
(57
)
 
803

Selling and general expenses
92

 
237

 
395

 

 
724

Depreciation
20

 
9

 
13

 

 
42

Amortization of intangibles
2

 

 
22

 

 
24

Total expenses
154

 
561

 
935

 
(57
)
 
1,593

Other loss
3

 

 
6

 

 
9

Operating profit
137

 
467

 
292

 

 
896

Interest expense (income), net
31

 

 
(3
)
 

 
28

Non-operating intercompany transactions
74

 
14

 
(88
)
 

 

Income from continuing operations before taxes on income
32

 
453

 
383

 

 
868

Provision for taxes on income
13

 
173

 
104

 

 
290

Equity in net income of subsidiaries
500

 
124

 

 
(624
)
 

Income from continuing operations
519

 
404

 
279

 
(624
)
 
578

Income from discontinued operations, net of tax
12

 

 

 

 
12

Net income
$
531

 
$
404

 
$
279

 
$
(624
)
 
$
590

Less: net income from continuing operations attributable to noncontrolling interests

 

 

 
(50
)
 
(50
)
Net income attributable to McGraw Hill Financial, Inc.
$
531

 
$
404

 
$
279

 
$
(674
)
 
$
540

Comprehensive income
$
515

 
$
380

 
$
305

 
$
(628
)
 
$
572

 
Statement of Income
 
Year Ended December 31, 2014
(in millions)
McGraw Hill Financial, Inc.
 
Standard & Poor's Financial Services LLC
 
Non-Guarantor Subsidiaries
 
Eliminations
 
McGraw Hill Financial Inc. Consolidated
Revenue
$
598

 
$
2,043

 
$
2,525

 
$
(115
)
 
$
5,051

Expenses:
 
 
 
 
 
 
 
 
 
Operating-related expenses
78

 
389

 
1,275

 
(115
)
 
1,627

Selling and general expenses
296

 
2,350

 
522

 

 
3,168

Depreciation
41

 
17

 
28

 

 
86

Amortization of intangibles
4

 

 
44

 

 
48

Total expenses
419

 
2,756

 
1,869

 
(115
)
 
4,929

Other loss
3

 

 
6

 

 
9

Operating profit (loss)
176

 
(713
)
 
650

 

 
113

Interest expense (income), net
66

 

 
(7
)
 

 
59

Non-operating intercompany transactions
193

 
38

 
(231
)
 

 

(Loss) income from continuing operations before taxes on income
(83
)
 
(751
)
 
888

 

 
54

(Benefit) provision for taxes on income
(22
)
 
16

 
251

 

 
245

Equity in net (loss) income of subsidiaries
(443
)
 
248

 

 
195

 

(Loss) income from continuing operations
(504
)
 
(519
)
 
637

 
195

 
(191
)
Discontinued operations, net of tax:
 
 
 
 
 
 
 
 
 
Income from discontinued operations
18

 

 

 

 
18

Gain on sale of discontinued operations
160

 

 

 

 
160

Discontinued operations, net
178

 

 

 

 
178

Net (loss) income
$
(326
)
 
$
(519
)
 
$
637

 
$
195

 
(13
)
Less: net income from continuing operations attributable to noncontrolling interests

 

 

 
(102
)
 
(102
)
Net (loss) income attributable to McGraw Hill Financial, Inc.
$
(326
)
 
$
(519
)
 
$
637

 
$
93

 
$
(115
)
Comprehensive (loss) income
$
(495
)
 
$
(544
)
 
$
513

 
$
195

 
$
(331
)


 
Statement of Income
 
Year Ended December 31, 2013
(in millions)
McGraw Hill Financial, Inc.
 
Standard & Poor's Financial Services LLC
 
Non-Guarantor Subsidiaries
 
Eliminations
 
McGraw Hill Financial Inc. Consolidated
Revenue
$
570

 
$
1,931

 
$
2,306

 
$
(105
)
 
$
4,702

Expenses:
 
 
 
 
 
 
 
 
 
Operating-related expenses
128

 
556

 
985

 
(105
)
 
1,564

Selling and general expenses
338

 
532

 
761

 

 
1,631

Depreciation
40

 
19

 
27

 

 
86

Amortization of intangibles
5

 

 
46

 

 
51

Total expenses
511

 
1,107

 
1,819

 
(105
)
 
3,332

Other loss (income)
25

 
3

 
(16
)
 

 
12

Operating profit
34

 
821

 
503

 

 
1,358

Interest expense (income), net
65

 

 
(6
)
 

 
59

Non-operating intercompany transactions
245

 
66

 
(311
)
 

 

Income from continuing operations before taxes on income
(276
)
 
755

 
820

 

 
1,299

(Benefit) provision for taxes on income
(121
)
 
283

 
263

 

 
425

Equity in net income of subsidiaries
1,937

 
197

 

 
(2,134
)
 

Income from continuing operations
1,782

 
669

 
557

 
(2,134
)
 
874

Discontinued operations, net of tax:
 
 
 
 
 
 
 
 
 
Income (loss) from discontinued operations
82

 

 
(79
)
 

 
3

Gain (loss) on sale of discontinued operations
644

 

 
(55
)
 

 
589

Discontinued operations, net
726

 

 
(134
)
 

 
592

Net income
$
2,508

 
$
669

 
$
423

 
$
(2,134
)
 
$
1,466

Less: net income from continuing operations attributable to noncontrolling interests

 

 

 
(91
)
 
(91
)
Less: net loss from discontinued operations attributable to noncontrolling interests


 

 

 
1

 
1

Net income attributable to McGraw Hill Financial, Inc.
$
2,508

 
$
669

 
$
423

 
$
(2,224
)
 
$
1,376

Comprehensive income
$
2,773

 
$
669

 
$
452

 
$
(2,106
)
 
$
1,788


 
Statement of Income
 
Year Ended December 31, 2012
(in millions)
McGraw Hill Financial, Inc.
 
Standard & Poor's Financial Services LLC
 
Non-Guarantor Subsidiaries
 
Eliminations
 
McGraw Hill Financial Inc. Consolidated
Revenue
$
522

 
$
1,964

 
$
1,889

 
$
(105
)
 
$
4,270

Expenses:
 
 
 
 
 
 
 
 
 
Operating-related expenses
83

 
587

 
868

 
(105
)
 
1,433

Selling and general expenses
360

 
504

 
714

 

 
1,578

Depreciation
45

 
19

 
29

 

 
93

Amortization of intangibles
6

 

 
42

 

 
48

Total expenses
494

 
1,110

 
1,653

 
(105
)
 
3,152

Other income
(52
)
 

 

 

 
(52
)
Operating profit
80

 
854

 
236

 

 
1,170

Interest expense (income), net
85

 

 
(4
)
 

 
81

Non-operating intercompany transactions
201

 
11

 
(212
)
 

 

Income from continuing operations before taxes on income
(206
)
 
843

 
452

 

 
1,089

(Benefit) provision for taxes on income
(106
)
 
320

 
174

 

 
388

Equity in net income of subsidiaries
2,713

 
91

 

 
(2,804
)
 

Income from continuing operations
2,613

 
614

 
278

 
(2,804
)
 
701

Loss from discontinued operations
(147
)
 

 
(33
)
 
(29
)
 
(209
)
Net income
$
2,466

 
$
614

 
$
245

 
$
(2,833
)
 
$
492

Less: net income from continuing operations attributable to noncontrolling interests

 

 

 
(50
)
 
(50
)
Less: net income from discontinued operations attributable to noncontrolling interests


 

 

 
(5
)
 
(5
)
Net income attributable to McGraw Hill Financial, Inc.
$
2,466

 
$
614

 
$
245

 
$
(2,888
)
 
$
437

Comprehensive income
$
2,338

 
$
638

 
$
262

 
$
(2,839
)
 
$
399

 
Balance Sheet
 
June 30, 2015
 
(Unaudited)
(in millions)
McGraw Hill Financial, Inc.
 
Standard & Poor's Financial Services LLC
 
Non-Guarantor Subsidiaries
 
Eliminations
 
McGraw Hill Financial Inc. Consolidated
ASSETS
 
 
 
 
 
 
 
 
 
Current assets:
 
 
 
 
 
 
 
 
 
Cash and equivalents
$
531

 
$

 
$
1,189

 
$

 
$
1,720

Accounts receivable, net of allowance for doubtful accounts
118

 
318

 
627

 

 
1,063

Intercompany receivable

246

 
1,114

 
1,304

 
(2,664
)
 

Deferred income taxes
72

 
173

 
(42
)
 

 
203

Prepaid and other current assets
74

 
30

 
123

 

 
227

Total current assets
1,041

 
1,635

 
3,201

 
(2,664
)
 
3,213

Property and equipment, net of accumulated depreciation
113

 
3

 
92

 

 
208

Goodwill
107

 
41

 
1,226

 
9

 
1,383

Other intangible assets, net
12

 

 
968

 
(3
)
 
977

Asset for pension benefits

 

 
58

 

 
58

Investments in subsidiaries
2,516

 
695

 
7,227

 
(10,438
)
 

Intercompany loans receivable
17

 
361

 
1,816

 
(2,194
)
 

Other non-current assets
73

 
20

 
81

 

 
174

Total assets
$
3,879

 
$
2,755

 
$
14,669

 
$
(15,290
)
 
$
6,013

LIABILITIES AND EQUITY
 
 
 
 
 
 
 
 
 
Current liabilities:
 
 
 
 
 
 
 
 
 
Accounts payable
$
53

 
$
46

 
$
82

 
$

 
$
181

Intercompany payable
1,280

 
611

 
772

 
(2,663
)
 

Accrued compensation and contributions to retirement plans
106

 
53

 
105

 

 
264

Income taxes currently payable

 

 
51

 

 
51

Unearned revenue
270

 
600

 
517

 

 
1,387

Accrued legal and regulatory settlements

 
23

 

 

 
23

Other current liabilities
156

 
9

 
169

 

 
334

Total current liabilities
1,865

 
1,342

 
1,696

 
(2,663
)
 
2,240

Long-term debt
1,494

 

 

 

 
1,494

Intercompany loans payable
22

 

 
2,173

 
(2,195
)
 

Pension and postretirement benefits
226

 

 
59

 

 
285

Deferred income taxes
(226
)
 
52

 
261

 

 
87

Other non-current liabilities
322

 
9

 
(49
)
 

 
282

Total liabilities
3,703

 
1,403

 
4,140

 
(4,858
)
 
4,388

Redeemable noncontrolling interest

 

 

 
810

 
810

Equity:
 
 
 
 
 
 
 
 
 
Common stock
412

 

 
2,316

 
(2,316
)
 
412

Additional paid-in capital
(201
)
 
1,166

 
7,078

 
(7,608
)
 
435

Retained income
7,281

 
186

 
1,382

 
(1,411
)
 
7,438

Accumulated other comprehensive loss
(305
)
 

 
(244
)
 
38

 
(511
)
Less: common stock in treasury
(7,011
)
 

 
(4
)
 
4

 
(7,011
)
Total equity - controlling interests
176

 
1,352

 
10,528

 
(11,293
)
 
763

Total equity - noncontrolling interests

 

 
1

 
51

 
52

Total equity
176

 
1,352

 
10,529

 
(11,242
)
 
815

Total liabilities and equity
$
3,879

 
$
2,755

 
$
14,669

 
$
(15,290
)
 
$
6,013


 
Balance Sheet
 
December 31, 2014
(in millions)
McGraw Hill Financial, Inc.
 
Standard & Poor's Financial Services LLC
 
Non-Guarantor Subsidiaries
 
Eliminations
 
McGraw Hill Financial Inc. Consolidated
ASSETS
 
 
 
 
 
 
 
 
 
Current assets:
 
 
 
 
 
 
 
 
 
Cash and equivalents
$
1,402

 
$

 
$
1,095

 
$

 
$
2,497

Accounts receivable, net of allowance for doubtful accounts
120

 
293

 
519

 

 
932

Intercompany receivable

525

 
2,125

 
1,998

 
(4,648
)
 

Deferred income taxes
72

 
334

 
(43
)
 

 
363

Prepaid and other current assets
80

 
27

 
67

 

 
174

Total current assets
2,199

 
2,779

 
3,636

 
(4,648
)
 
3,966

Property and equipment, net of accumulated depreciation
111

 
5

 
90

 

 
206

Goodwill
109

 
41

 
1,228

 
9

 
1,387

Other intangible assets, net
13

 

 
991

 

 
1,004

Asset for pension benefits

 

 
28

 

 
28

Investments in subsidiaries
1,258

 
653

 
7,125

 
(9,036
)
 

Intercompany loans receivable
19

 
358

 
1,595

 
(1,972
)
 

Other non-current assets
81

 
25

 
74

 

 
180

Total assets
$
3,790

 
$
3,861

 
$
14,767

 
$
(15,647
)
 
$
6,771

LIABILITIES AND EQUITY
 
 
 
 
 
 
 
 
 
Current liabilities:
 
 
 
 
 
 
 
 
 
Accounts payable
$
59

 
$
45

 
$
87

 
$

 
$
191

Intercompany payable
2,566

 
617

 
1,376

 
(4,559
)
 

Accrued compensation and contributions to retirement plans
133

 
121

 
156

 

 
410

Income taxes currently payable
15

 
1

 
16

 

 
32

Unearned revenue
259

 
585

 
479

 

 
1,323

Accrued legal and regulatory settlements

 
1,609

 

 

 
1,609

Other current liabilities
194

 

 
208

 

 
402

Total current liabilities
3,226

 
2,978

 
2,322

 
(4,559
)
 
3,967

Long-term debt
799

 

 

 

 
799

Intercompany loans payable
109

 

 
1,952

 
(2,061
)
 

Pension and postretirement benefits
272

 

 
61

 

 
333

Deferred income taxes
(245
)
 
51

 
250

 

 
56

Other non-current liabilities
219

 
8

 
40

 

 
267

Total liabilities
4,380

 
3,037

 
4,625

 
(6,620
)
 
5,422

Redeemable noncontrolling interest

 

 

 
810

 
810

Equity:
 
 
 
 
 
 
 
 
 
Common stock
412

 

 
2,316

 
(2,316
)
 
412

Additional paid-in capital
(116
)
 
1,153

 
7,016

 
(7,560
)
 
493

Retained income
6,282

 
(329
)
 
1,053

 
(60
)
 
6,946

Accumulated other comprehensive loss
(319
)
 

 
(236
)
 
41

 
(514
)
Less: common stock in treasury
(6,849
)
 

 
(7
)
 
7

 
(6,849
)
Total equity - controlling interests
(590
)
 
824

 
10,142

 
(9,888
)
 
488

Total equity - noncontrolling interests

 

 

 
51

 
51

Total equity
(590
)
 
824

 
10,142

 
(9,837
)
 
539

Total liabilities and equity
$
3,790

 
$
3,861

 
$
14,767

 
$
(15,647
)
 
$
6,771

 
Balance Sheet
 
December 31, 2014
(in millions)
McGraw Hill Financial, Inc.
 
Standard & Poor's Financial Services LLC
 
Non-Guarantor Subsidiaries
 
Eliminations
 
McGraw Hill Financial Inc. Consolidated
ASSETS
 
 
 
 
 
 
 
 
 
Current assets:
 
 
 
 
 
 
 
 
 
Cash and equivalents
$
1,402

 
$

 
$
1,095

 
$

 
$
2,497

Accounts receivable, net of allowance for doubtful accounts
120

 
293

 
519

 

 
932

Intercompany receivable

525

 
2,125

 
1,998

 
(4,648
)
 

Deferred income taxes
72

 
334

 
(43
)
 

 
363

Prepaid and other current assets
80

 
27

 
67

 

 
174

Total current assets
2,199

 
2,779

 
3,636

 
(4,648
)
 
3,966

Property and equipment, net of accumulated depreciation
111

 
5

 
90

 

 
206

Goodwill
109

 
41

 
1,228

 
9

 
1,387

Other intangible assets, net
13

 

 
991

 

 
1,004

Asset for pension benefits

 

 
28

 

 
28

Investments in subsidiaries
1,258

 
653

 
7,125

 
(9,036
)
 

Intercompany loans receivable
19

 
358

 
1,595

 
(1,972
)
 

Other non-current assets
81

 
25

 
74

 

 
180

Total assets
$
3,790

 
$
3,861

 
$
14,767

 
$
(15,647
)
 
$
6,771

LIABILITIES AND EQUITY
 
 
 
 
 
 
 
 
 
Current liabilities:
 
 
 
 
 
 
 
 
 
Accounts payable
$
59

 
$
45

 
$
87

 
$

 
$
191

Intercompany payable
2,566

 
617

 
1,376

 
(4,559
)
 

Accrued compensation and contributions to retirement plans
133

 
121

 
156

 

 
410

Income taxes currently payable
15

 
1

 
16

 

 
32

Unearned revenue
259

 
585

 
479

 

 
1,323

Accrued legal and regulatory settlements

 
1,609

 

 

 
1,609

Other current liabilities
194

 

 
208

 

 
402

Total current liabilities
3,226

 
2,978

 
2,322

 
(4,559
)
 
3,967

Long-term debt
799

 

 

 

 
799

Intercompany loans payable
109

 

 
1,952

 
(2,061
)
 

Pension and postretirement benefits
272

 

 
61

 

 
333

Deferred income taxes
(245
)
 
51

 
250

 

 
56

Other non-current liabilities
219

 
8

 
40

 

 
267

Total liabilities
4,380

 
3,037

 
4,625

 
(6,620
)
 
5,422

Redeemable noncontrolling interest

 

 

 
810

 
810

Equity:
 
 
 
 
 
 
 
 
 
Common stock
412

 

 
2,316

 
(2,316
)
 
412

Additional paid-in capital
(116
)
 
1,153

 
7,016

 
(7,560
)
 
493

Retained income
6,282

 
(329
)
 
1,053

 
(60
)
 
6,946

Accumulated other comprehensive loss
(319
)
 

 
(236
)
 
41

 
(514
)
Less: common stock in treasury
(6,849
)
 

 
(7
)
 
7

 
(6,849
)
Total equity - controlling interests
(590
)
 
824

 
10,142

 
(9,888
)
 
488

Total equity - noncontrolling interests

 

 

 
51

 
51

Total equity
(590
)
 
824

 
10,142

 
(9,837
)
 
539

Total liabilities and equity
$
3,790

 
$
3,861

 
$
14,767

 
$
(15,647
)
 
$
6,771

 
Balance Sheet
 
December 31, 2013
(in millions)
McGraw Hill Financial, Inc.
 
Standard & Poor's Financial Services LLC
 
Non-Guarantor Subsidiaries
 
Eliminations
 
McGraw Hill Financial Inc. Consolidated
ASSETS
 
 
 
 
 
 
 
 
 
Current assets:
 
 
 
 
 
 
 
 
 
Cash and equivalents
$
685

 
$

 
$
857

 
$

 
$
1,542

Accounts receivable, net of allowance for doubtful accounts
108

 
345

 
496

 

 
949

Intercompany receivable
234

 
1,394

 
2,002

 
(3,630
)
 

Deferred income taxes
55

 
34

 
19

 

 
108

Prepaid and other current assets
161

 
1

 
83

 

 
245

Assets held for sale
97

 

 

 

 
97

Total current assets
1,340

 
1,774

 
3,457

 
(3,630
)
 
2,941

Property and equipment, net of accumulated depreciation
135

 
7

 
107

 

 
249

Goodwill
138

 
41

 
1,221

 
9

 
1,409

Other intangible assets, net
17

 

 
1,013

 
3

 
1,033

Asset for pension benefits
232

 

 
29

 

 
261

Investments in subsidiaries
2,215

 
646

 
6,114

 
(8,975
)
 

Intercompany loans receivable
40

 
344

 
(20
)
 
(364
)
 

Other non-current assets
92

 
27

 
49

 

 
168

Total assets
$
4,209

 
$
2,839

 
$
11,970

 
$
(12,957
)
 
$
6,061

LIABILITIES AND EQUITY
 
 
 
 
 
 
 
 
 
Current liabilities:
 
 
 
 
 
 
 
 
 
Accounts payable
$
52

 
$
56

 
$
102

 
$

 
$
210

Intercompany payable
1,665

 
391

 
1,484

 
(3,540
)
 

Accrued compensation and contributions to retirement plans
145

 
119

 
159

 

 
423

Income taxes currently payable
3

 

 
12

 

 
15

Unearned revenue
251

 
559

 
458

 

 
1,268

Other current liabilities
227

 

 
175

 

 
402

Liabilities held for sale
54

 

 

 

 
54

Total current liabilities
2,397

 
1,125

 
2,390

 
(3,540
)
 
2,372

Long-term debt
799

 

 

 

 
799

Intercompany loans payable
89

 

 
363

 
(452
)
 

Pension and postretirement benefits
220

 

 
44

 

 
264

Deferred income taxes
(155
)
 
24

 
337

 

 
206

Other non-current liabilities
235

 
3

 
29

 
(1
)
 
266

Total liabilities
3,585

 
1,152

 
3,163

 
(3,993
)
 
3,907

Redeemable noncontrolling interest

 

 

 
810

 
810

Equity:
 
 
 
 
 
 
 
 
 
Common stock
412

 

 
2,305

 
(2,305
)
 
412

Additional paid-in capital
(87
)
 
1,121

 
7,099

 
(7,686
)
 
447

Retained income
7,195

 
542

 
(462
)
 
109

 
7,384

Accumulated other comprehensive loss
(150
)
 
24

 
(111
)
 
41

 
(196
)
Less: common stock in treasury
(6,746
)
 

 
(24
)
 
24

 
(6,746
)
Total equity - controlling interests
624

 
1,687

 
8,807

 
(9,817
)
 
1,301

Total equity - noncontrolling interests

 

 

 
43

 
43

Total equity
624

 
1,687

 
8,807

 
(9,774
)
 
1,344

Total liabilities and equity
$
4,209

 
$
2,839

 
$
11,970

 
$
(12,957
)
 
$
6,061

 
Statement of Cash Flows
 
Six Months Ended June 30, 2015
 
(Unaudited)
(in millions)
McGraw Hill Financial, Inc.
 
Standard & Poor's Financial Services LLC
 
Non-Guarantor Subsidiaries
 
Eliminations
 
McGraw Hill Financial Inc. Consolidated
Operating Activities:
 
 
 
 
 
 
 
 
 
Net income
$
696

 
$
487

 
$
365

 
$
(837
)
 
$
711

Adjustments to reconcile income from continuing operations to cash provided by (used for) operating activities from continuing operations:
 
 
 
 
 
 
 
 
 
     Depreciation
19

 
10

 
14

 

 
43

     Amortization of intangibles
2

 

 
21

 

 
23

     Provision for losses on accounts receivable

 
(2
)
 
6

 

 
4

     Deferred income taxes
(138
)
 
161

 
143

 

 
166

     Stock-based compensation
11

 
11

 
15

 

 
37

     Other
6

 
10

 
6

 

 
22

Changes in operating assets and liabilities, net of effect of acquisitions and dispositions:
 
 
 
 
 
 
 
 
 
     Accounts receivable
1

 
(23
)
 
(114
)
 

 
(136
)
     Prepaid and current assets
32

 
(3
)
 
(53
)
 

 
(24
)
     Accounts payable and accrued expenses
(99
)
 
(43
)
 
(115
)
 

 
(257
)
     Unearned revenue
11

 
15

 
45

 

 
71

     Accrued legal and regulatory settlements

 
(1,609
)
 

 

 
(1,609
)
     Other current liabilities
(31
)
 
(3
)
 
(2
)
 

 
(36
)
     Net change in prepaid/accrued income taxes
108

 

 
11

 

 
119

     Net change in other assets and liabilities
62

 
3

 
(96
)
 

 
(31
)
Cash provided by (used for) operating activities from continuing operations
680

 
(986
)
 
246

 
(837
)
 
(897
)
Investing Activities:
 
 
 
 
 
 
 
 
 
     Capital expenditures
(18
)
 
(4
)
 
(20
)
 

 
(42
)
     Acquisitions, net of cash acquired

 

 
(2
)
 

 
(2
)
     Proceeds from dispositions

 

 
14

 

 
14

     Changes in short-term investments

 

 
(7
)
 

 
(7
)
Cash used for investing activities from continuing operations
(18
)
 
(4
)
 
(15
)
 

 
(37
)
Financing Activities:
 
 
 
 
 
 
 
 
 
     Proceeds from issuance of senior notes, net
690

 

 

 

 
690

     Dividends paid to shareholders
(185
)
 

 

 

 
(185
)
 Dividends and other payments paid to noncontrolling interests

 

 
(49
)
 

 
(49
)
     Repurchase of treasury shares
(274
)
 

 

 

 
(274
)
     Exercise of stock options
71

 

 
2

 

 
73

     Excess tax benefits from share-based payments
38

 

 

 

 
38

     Intercompany financing activities
(1,870
)
 
990

 
43

 
837

 

Cash (used for) provided by financing activities from continuing operations
(1,530
)
 
990

 
(4
)
 
837

 
293

Effect of exchange rate changes on cash from continuing operations
(3
)
 

 
(4
)
 

 
(7
)
Cash (used for) provided by continuing operations
(871
)
 

 
223

 

 
(648
)
Discontinued Operations:
 
 
 
 
 
 
 
 
 
     Cash used for operating activities

 

 
(129
)
 

 
(129
)
Cash used for discontinued operations

 

 
(129
)
 

 
(129
)
Net change in cash and equivalents
(871
)
 

 
94

 

 
(777
)
Cash and equivalents at beginning of period
1,402

 

 
1,095

 

 
2,497

Cash and equivalents at end of period
$
531

 
$

 
$
1,189

 
$

 
$
1,720


 
Statement of Cash Flows
 
Six Months Ended June 30, 2014
 
(Unaudited)
(in millions)
McGraw Hill Financial, Inc.
 
Standard & Poor's Financial Services LLC
 
Non-Guarantor Subsidiaries
 
Eliminations
 
McGraw Hill Financial Inc. Consolidated
Operating Activities:
 
 
 
 
 
 
 
 
 
Net income
$
531

 
$
404

 
$
279

 
$
(624
)
 
$
590

Less: discontinued operations, net
12

 

 

 

 
12

Income from continuing operations
519

 
404

 
279

 
(624
)
 
578

Adjustments to reconcile income from continuing operations to cash provided by (used for) operating activities from continuing operations:
 
 
 
 
 
 
 
 
 
     Depreciation
20

 
9

 
13

 

 
42

     Amortization of intangibles
2

 

 
22

 

 
24

     Provision for losses on accounts receivable
(1
)
 
(3
)
 
4

 

 

     Deferred income taxes

 

 
2

 

 
2

     Stock-based compensation
16

 
15

 
16

 

 
47

     Other
(3
)
 

 
11

 

 
8

Changes in operating assets and liabilities, net of effect of acquisitions and dispositions:
 
 
 
 
 
 
 
 
 
     Accounts receivable
1

 
41

 
(53
)
 

 
(11
)
     Prepaid and current assets
(11
)
 
(4
)
 
4

 

 
(11
)
     Accounts payable and accrued expenses
(125
)
 
(110
)
 
(13
)
 

 
(248
)
     Unearned revenue
(12
)
 
(3
)
 
30

 

 
15

     Other current liabilities
(34
)
 
(8
)
 
(27
)
 

 
(69
)
     Net change in prepaid/accrued income taxes
111

 
3

 
(3
)
 

 
111

     Net change in other assets and liabilities
(10
)
 
2

 
(34
)
 

 
(42
)
Cash provided by operating activities from continuing operations
473

 
346

 
251

 
(624
)
 
446

Investing Activities:
 
 
 
 
 
 
 
 
 
     Capital expenditures
(9
)
 
(9
)
 
(19
)
 

 
(37
)
     Acquisitions, net of cash acquired

 

 
(16
)
 

 
(16
)
     Changes in short-term investments

 

 
1

 

 
1

Cash used for investing activities from continuing operations
(9
)
 
(9
)
 
(34
)
 

 
(52
)
Financing Activities:
 
 
 
 
 
 
 
 
 
     Dividends paid to shareholders
(164
)
 

 

 

 
(164
)
 Dividends and other payments paid to noncontrolling interests

 

 
(30
)
 

 
(30
)
     Contingent consideration payments

 

 
(11
)
 

 
(11
)
     Repurchase of treasury shares
(362
)
 

 

 

 
(362
)
     Exercise of stock options
130

 

 
3

 

 
133

     Excess tax benefits from share-based payments
82

 

 

 

 
82

     Intercompany financing activities
(200
)
 
(337
)
 
(87
)
 
624

 

Cash used for financing activities from continuing operations
(514
)
 
(337
)
 
(125
)
 
624

 
(352
)
Effect of exchange rate changes on cash from continuing operations

 

 
19

 

 
19

Cash (used for) provided by continuing operations
(50
)
 

 
111

 

 
61

Discontinued Operations:
 
 
 
 
 
 
 
 
 
     Cash provided by operating activities
14

 

 

 

 
14

Cash provided by discontinued operations
14

 

 

 

 
14

Net change in cash and equivalents
(36
)
 

 
111

 

 
75

Cash and equivalents at beginning of period
685

 

 
857

 

 
1,542

Cash and equivalents at end of period
$
649

 
$

 
$
968

 
$

 
$
1,617

 
Statement of Cash Flows
 
Year Ended December 31, 2014
(in millions)
McGraw Hill Financial, Inc.
 
Standard & Poor's Financial Services LLC
 
Non-Guarantor Subsidiaries
 
Eliminations
 
McGraw Hill Financial Inc. Consolidated
Operating Activities:
 
 
 
 
 
 
 
 
 
Net (loss) income
$
(326
)
 
$
(519
)
 
$
637

 
$
195

 
$
(13
)
Less: discontinued operations, net
178

 

 

 

 
178

(Loss) income from continuing operations
(504
)
 
(519
)
 
637

 
195

 
(191
)
Adjustments to reconcile (loss) income from continuing operations to cash (used for) provided by operating activities from continuing operations:
 
 
 
 
 
 
 
 
 
     Depreciation
41

 
17

 
28

 

 
86

     Amortization of intangibles
4

 

 
44

 

 
48

     Provision for losses on accounts receivable

 
5

 
6

 

 
11

     Deferred income taxes
42

 
(272
)
 
(15
)
 

 
(245
)
     Stock-based compensation
31

 
34

 
35

 

 
100

     Accrued legal and regulatory settlements

 
1,587

 

 

 
1,587

     Other
21

 
39

 
20

 

 
80

Changes in operating assets and liabilities, net of effect of acquisitions and dispositions:
 
 
 
 
 
 
 
 
 
     Accounts receivable
(11
)
 
47

 
(45
)
 

 
(9
)
     Prepaid and current assets
(42
)
 
(17
)
 
52

 

 
(7
)
     Accounts payable and accrued expenses
(83
)
 
(47
)
 

 

 
(130
)
     Unearned revenue
8

 
26

 
44

 

 
78

     Other current liabilities
(55
)
 
10

 
(6
)
 

 
(51
)
     Net change in prepaid/accrued income taxes
13

 
3

 
(109
)
 

 
(93
)
     Net change in other assets and liabilities
(117
)
 
5

 
57

 

 
(55
)
Cash (used for) provided by operating activities from continuing operations
(652
)
 
918

 
748

 
195

 
1,209

Investing Activities:
 
 
 
 
 
 
 
 
 
     Capital expenditures
(26
)
 
(14
)
 
(52
)
 

 
(92
)
     Acquisitions, net of cash acquired

 

 
(71
)
 

 
(71
)
     Proceeds from dispositions
63

 

 
20

 

 
83

     Changes in short-term investments

 

 
15

 

 
15

Cash provided by (used for) investing activities from continuing operations
37

 
(14
)
 
(88
)
 

 
(65
)
Financing Activities:
 
 
 
 
 
 
 
 
 
    Dividends paid to shareholders
(326
)
 

 

 

 
(326
)
Dividends and other payments paid to noncontrolling interests

 

 
(84
)
 

 
(84
)
     Repurchase of treasury shares
(362
)
 

 

 

 
(362
)
     Exercise of stock options
184

 

 
9

 

 
193

     Contingent payments

 

 
(11
)
 

 
(11
)
     Excess tax benefits from share-based payments
128

 

 

 

 
128

     Intercompany financing activities
1,367

 
(904
)
 
(268
)
 
(195
)
 

Cash provided by (used for) financing activities from continuing operations
991

 
(904
)
 
(354
)
 
(195
)
 
(462
)
Effect of exchange rate changes on cash from continuing operations
3

 

 
(68
)
 

 
(65
)
Cash provided by continuing operations
379

 

 
238

 

 
617

Discontinued Operations:
 
 
 
 
 
 
 
 
 
     Cash provided by operating activities
18

 

 

 

 
18

     Cash provided by investing activities
320

 

 

 

 
320

Cash provided by discontinued operations
338

 

 

 

 
338

Net change in cash and equivalents
717

 

 
238

 

 
955

Cash and equivalents at beginning of year
685

 

 
857

 

 
1,542

Cash and equivalents at end of year
$
1,402

 
$

 
$
1,095

 
$

 
$
2,497


 
Statement of Cash Flows
 
Year Ended December 31, 2013
(in millions)
McGraw Hill Financial, Inc.
 
Standard & Poor's Financial Services LLC
 
Non-Guarantor Subsidiaries
 
Eliminations
 
McGraw Hill Financial Inc. Consolidated
Operating Activities:
 
 
 
 
 
 
 
 
 
Net income
$
2,508

 
$
669

 
$
423

 
$
(2,134
)
 
$
1,466

Less: discontinued operations, net
726

 

 
(134
)
 

 
592

Income from continuing operations
1,782

 
669

 
557

 
(2,134
)
 
874

Adjustments to reconcile income from continuing operations to cash provided by (used for) operating activities from continuing operations:
 
 
 
 
 
 
 
 
 
     Depreciation
40

 
19

 
27

 

 
86

     Amortization of intangibles
5

 

 
46

 

 
51

     Provision for losses on accounts receivable
1

 
7

 
14

 

 
22

     Deferred income taxes
39

 

 
4

 

 
43

     Stock-based compensation
35

 
33

 
28

 

 
96

     Accrued legal and regulatory settlements

 

 

 

 

     Other
68

 
10

 
18

 

 
96

Changes in operating assets and liabilities, net of effect of acquisitions and dispositions:
 
 
 
 
 
 
 
 
 
     Accounts receivable
(2
)
 
(4
)
 
(29
)
 

 
(35
)
     Prepaid and current assets
(14
)
 
(7
)
 
(8
)
 

 
(29
)
     Accounts payable and accrued expenses
(120
)
 
18

 
8

 

 
(94
)
     Unearned revenue
17

 
43

 
49

 

 
109

     Other current liabilities
(43
)
 
(24
)
 
(22
)
 

 
(89
)
     Net change in prepaid/accrued income taxes
(265
)
 
(3
)
 
30

 

 
(238
)
     Net change in other assets and liabilities
(190
)
 
84

 
(4
)
 

 
(110
)
Cash provided by operating activities from continuing operations
1,353

 
845

 
718

 
(2,134
)
 
782

Investing Activities:
 
 
 
 
 
 
 
 
 
     Capital expenditures
(61
)
 
(19
)
 
(37
)
 

 
(117
)
     Acquisitions, net of cash acquired

 

 
(47
)
 

 
(47
)
     Proceeds from dispositions
35

 

 
16

 

 
51

     Changes in short-term investments

 

 
(17
)
 

 
(17
)
Cash used for investing activities from continuing operations
(26
)
 
(19
)
 
(85
)
 

 
(130
)
Financing Activities:
 
 
 
 
 
 
 
 
 
     Payments on short-term debt
(457
)
 

 

 

 
(457
)
     Dividends paid to shareholders
(308
)
 

 

 

 
(308
)
     Dividends and other payments paid to noncontrolling interests

 

 
(75
)
 

 
(75
)
     Repurchase of treasury shares
(978
)
 

 

 

 
(978
)
     Exercise of stock options
254

 

 
4

 

 
258

     Contingent payments

 

 
(12
)
 

 
(12
)
     Purchase of additional CRISIL shares

 

 
(214
)
 

 
(214
)
     Excess tax benefits from share-based payments
43

 

 

 

 
43

     Intercompany financing activities
(43
)
 
(826
)
 
(1,265
)
 
2,134

 

Cash used for financing activities from continuing operations
(1,489
)
 
(826
)
 
(1,562
)
 
2,134

 
(1,743
)
Effect of exchange rate changes on cash from continuing operations
8

 

 
(9
)
 

 
(1
)
Cash used for continuing operations
(154
)
 

 
(938
)
 

 
(1,092
)
Discontinued Operations:
 
 
 
 
 
 
 
 
 
     Cash provided by (used for) operating activities
720

 

 
(951
)
 

 
(231
)
     Cash provided by investing activities

 

 
2,129

 

 
2,129

     Cash used for financing activities

 

 
(25
)
 

 
(25
)
     Effect of exchange rate changes on cash

 

 
1

 

 
1

Cash provided by discontinued operations
720

 

 
1,154

 

 
1,874

Net change in cash and equivalents
566

 

 
216

 

 
782

Cash and equivalents at beginning of year
119

 

 
641

 

 
760

Cash and equivalents at end of year
$
685

 
$

 
$
857

 
$

 
$
1,542


 
Statement of Cash Flows
 
Year Ended December 31, 2012
(in millions)
McGraw Hill Financial, Inc.
 
Standard & Poor's Financial Services LLC
 
Non-Guarantor Subsidiaries
 
Eliminations
 
McGraw Hill Financial Inc. Consolidated
Operating Activities:
 
 
 
 
 
 
 
 
 
Net income
$
2,466

 
$
614

 
$
245

 
$
(2,833
)
 
$
492

Less: discontinued operations, net
(147
)
 

 
(33
)
 
(29
)
 
(209
)
Income from continuing operations
2,613

 
614

 
278

 
(2,804
)
 
701

Adjustments to reconcile income from continuing operations to cash provided by (used for) operating activities from continuing operations:
 
 
 
 
 
 
 
 
 
     Depreciation
45

 
19

 
29

 

 
93

     Amortization of intangibles
6

 

 
42

 

 
48

     Provision for losses on accounts receivable
1

 
16

 
15

 

 
32

     Deferred income taxes
100

 
(41
)
 
(6
)
 

 
53

     Stock-based compensation
21

 
32

 
37

 

 
90

     Accrued legal and regulatory settlements

 

 

 

 

     Other
(16
)
 
23

 
(4
)
 

 
3

Changes in operating assets and liabilities, net of effect of acquisitions and dispositions:
 
 
 
 
 
 
 
 
 
     Accounts receivable
64

 
(53
)
 
(261
)
 

 
(250
)
     Prepaid and current assets

 
(18
)
 
21

 

 
3

     Accounts payable and accrued expenses
53

 
(71
)
 
91

 

 
73

     Unearned revenue
11

 
(29
)
 
41

 

 
23

     Other current liabilities
(29
)
 
(21
)
 
(18
)
 

 
(68
)
     Net change in prepaid/accrued income taxes
135

 

 
(16
)
 

 
119

     Net change in other assets and liabilities
(144
)
 
8

 
(54
)
 

 
(190
)
Cash provided by operating activities from continuing operations
2,860

 
479

 
195

 
(2,804
)
 
730

Investing Activities:
 
 
 
 
 
 
 
 
 
     Capital expenditures
(50
)
 
(23
)
 
(23
)
 

 
(96
)
     Acquisitions, net of cash acquired

 

 
(177
)
 

 
(177
)
     Changes in short-term investments

 

 
27

 

 
27

Cash used for investing activities from continuing operations
(50
)
 
(23
)
 
(173
)
 

 
(246
)
Financing Activities:
 
 
 
 
 
 
 
 
 
     Payments on short-term debt
457

 

 

 

 
457

     Payments on senior notes
(400
)
 

 

 

 
(400
)
     Dividends paid to shareholders
(984
)
 

 

 

 
(984
)
     Dividends and other payments paid to noncontrolling interests

 

 
(24
)
 

 
(24
)
     Repurchase of treasury shares
(295
)
 

 

 

 
(295
)
     Exercise of stock options
299

 

 

 

 
299

     Excess tax benefits from share-based payments
42

 

 

 

 
42

     Intercompany financing activities
(3,402
)
 
(456
)
 
1,025

 
2,833

 

Cash (used for) provided by financing activities from continuing operations
(4,283
)
 
(456
)
 
1,001

 
2,833

 
(905
)
Effect of exchange rate changes on cash from continuing operations
2

 

 
3

 

 
5

Cash (used for) provided by continuing operations
(1,471
)
 

 
1,026

 
29

 
(416
)
Discontinued Operations:
 
 
 
 
 
 
 
 
 
     Cash provided by (used for) operating activities
1,301

 

 
(735
)
 
(29
)
 
537

     Cash used for investing activities

 

 
(199
)
 

 
(199
)
     Cash used for financing activities

 

 
(12
)
 

 
(12
)
     Effect of exchange rate changes on cash

 

 
3

 

 
3

     Effect of change in cash and equivalents

 

 
12

 

 
12

Cash provided by (used for) discontinued operations
1,301

 

 
(931
)
 
(29
)
 
341

Net change in cash and equivalents
(170
)
 

 
95

 

 
(75
)
Cash and equivalents at beginning of year
289

 

 
546

 

 
835

Cash and equivalents at end of year
$
119

 
$

 
$
641

 
$

 
$
760

Accounting Policies (Details) (USD $)
3 Months Ended 6 Months Ended 12 Months Ended 3 Months Ended 0 Months Ended 12 Months Ended 0 Months Ended 12 Months Ended 0 Months Ended 1 Months Ended 0 Months Ended 3 Months Ended
Jun. 30, 2015
Dec. 31, 2013
Jun. 30, 2015
Segment
Dec. 31, 2014
units
Segment
Dec. 31, 2013
Dec. 31, 2012
Jun. 30, 2014
Dec. 31, 2011
Dec. 31, 2014
Long-term Debt [Member]
Dec. 31, 2013
Long-term Debt [Member]
Jun. 30, 2014
Other (Income) Loss [Member]
Dec. 31, 2013
Other (Income) Loss [Member]
Jul. 31, 2014
Harold W. McGraw III [Member]
Dec. 31, 2014
Minimum [Member]
Software and Software Development Costs [Member]
Dec. 31, 2014
Minimum [Member]
Building Improvements [Member]
Dec. 31, 2014
Minimum [Member]
Equipment [Member]
Dec. 31, 2014
Maximum [Member]
Software and Software Development Costs [Member]
Dec. 31, 2014
Maximum [Member]
Building Improvements [Member]
Dec. 31, 2014
Maximum [Member]
Equipment [Member]
Nov. 3, 2014
McGraw Hill Construction [Member]
Dec. 31, 2014
McGraw Hill Construction [Member]
Jun. 30, 2014
Data Center [Member]
Jul. 31, 2014
Data Center [Member]
Jun. 30, 2014
Data Center [Member]
Other (Income) Loss [Member]
Dec. 31, 2013
Data Center [Member]
Other (Income) Loss [Member]
Property, Plant and Equipment [Line Items]
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Number of reportable segments
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Cash proceeds from sale of business
$ 11,000,000 
 
$ 11,000,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
$ 320,000,000 
 
$ 58,000,000 
$ 58,000,000 
 
 
Market value of investments
1,720,000,000 
1,542,000,000 
1,720,000,000 
2,497,000,000 
1,542,000,000 
760,000,000 
1,617,000,000 
835,000,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Property, plant and equipment useful life
 
 
 
 
 
 
 
 
 
 
 
 
 
3 years 
15 years 
2 years 
7 years 
40 years 
10 years 
 
 
 
 
 
 
Deferred technology costs, gross
 
131,000,000 
 
123,000,000 
131,000,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Accumulated amortization of deferred technology costs
 
71,000,000 
 
55,000,000 
71,000,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Fair value of our long-term debt borrowings
1,600,000,000 
 
1,600,000,000 
900,000,000 
 
 
 
 
871,000,000 
801,000,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Amount of transaction with related party
 
 
 
 
 
 
 
 
 
 
 
 
20,000,000 
 
 
 
 
 
 
 
 
 
 
 
 
Non-cash impairment charge
 
 
 
 
 
 
 
 
 
 
6,000,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
After-tax gain (loss) on sale of business
 
 
 
160,000,000 
589,000,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
160,000,000 
 
 
(3,000,000)
3,000,000 
Non-cash impairment charge
 
 
 
 
 
 
 
 
 
 
36,000,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
Non-cash impairment charge associated with the an intangible asset acquired
 
26,000,000 
 
 
26,000,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Number of operating segments
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Cost of advertisement
 
 
 
$ 35,000,000 
$ 41,000,000 
$ 31,000,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Nature of Operations and Basis of Presentation (Details)
6 Months Ended 12 Months Ended
Jun. 30, 2015
Segment
Dec. 31, 2014
Segment
Organization, Consolidation and Presentation of Financial Statements [Abstract]
 
 
Number of reportable segments
Acquisitions and Divestitures (Acquisitions) (Details Textual) (USD $)
In Millions, unless otherwise specified
0 Months Ended 1 Months Ended 6 Months Ended 12 Months Ended 12 Months Ended 0 Months Ended 12 Months Ended 1 Months Ended 12 Months Ended
Jun. 29, 2012
Mar. 31, 2014
company
country
Jun. 30, 2015
Jun. 30, 2014
Dec. 31, 2014
Dec. 31, 2013
Dec. 31, 2012
Dec. 31, 2003
Dec. 31, 2012
Minimum [Member]
Dec. 31, 2014
Maximum [Member]
Dec. 31, 2013
Maximum [Member]
Dec. 31, 2012
Maximum [Member]
Jun. 30, 2012
DJI [Member]
Jun. 29, 2012
DJI [Member]
Jun. 29, 2012
DJI [Member]
Minimum [Member]
Jun. 29, 2012
DJI [Member]
Maximum [Member]
Dec. 31, 2012
S&P Dow Jones LLC [Member]
Dec. 31, 2013
S&P/DJ Indices [Member]
Aug. 31, 2013
CRISIL Limited [Member]
Jun. 30, 2013
CRISIL Limited [Member]
Dec. 31, 2013
CRISIL Limited [Member]
Jun. 30, 2015
CME Group [Member]
S&P/DJ Indices [Member]
Jun. 30, 2012
CME Group [Member]
S&P/DJ Indices [Member]
Business Acquisition [Line Items]
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Acquisitions, including contingent payments, net of cash acquired
 
 
$ 2 
$ 16 
$ 71 
$ 47 
$ 177 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Acquisitions, net of cash acquired
 
 
 
 
82 
273 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Minimum number of companies represented in broad market indices
 
11,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Minimum number of countries represented in broad market indices
 
52 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Payments for previous acquisition
 
 
 
 
11 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Amortization period for intangible assets
 
 
 
 
5 years 
 
 
 
 
7 years 
 
 
 
 
 
 
 
 
 
 
 
 
 
Offer to purchase additional equity percent
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
22.23% 
 
 
 
Shares acquired
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
11 
 
 
 
 
Percent of total shares acquired
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
15.07% 
 
 
 
 
Consideration for shares
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
214 
 
 
 
 
Ownership percentage
 
 
 
 
 
 
 
45.00% 
 
 
 
 
 
 
 
 
 
 
67.84% 
52.77% 
 
 
 
Contingent purchase price payment
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
12 
 
 
Percentage of interest in joint venture
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
73.00% 
 
 
 
 
 
 
Noncontrolling interest ownership by noncontrolling owners
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
27.00% 
27.00% 
Acquisition-related costs
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
15 
 
 
 
 
 
Fair value of business acquired
792 
 
 
 
792 
 
 
 
 
 
792 
 
 
 
 
 
 
 
 
 
 
Fair value estimates of proportionate shares of contributed businesses, assumptions, discount rates
 
 
 
 
 
 
 
 
 
 
 
 
 
 
10.00% 
11.00% 
 
 
 
 
 
 
 
Fair value estimates of proportionate shares of contributed businesses, assumptions, long term growth rates
 
 
 
 
 
 
 
 
 
 
 
 
 
 
2.50% 
3.50% 
 
 
 
 
 
 
 
Amortization period of intangible assets (in years)
 
 
 
 
 
 
 
 
5 years 
 
20 years 
20 years 
 
 
 
 
 
 
 
 
 
 
 
Deferred tax liabilities, noncurrent
 
 
$ 87 
 
$ 56 
$ 206 
 
 
 
 
 
 
 
$ 216 
 
 
 
 
 
 
 
 
 
Acquisitions and Divestitures (Acquisitions) (Details) (USD $)
In Millions, unless otherwise specified
0 Months Ended 12 Months Ended 0 Months Ended 0 Months Ended
Jun. 29, 2012
Dec. 31, 2014
Dec. 31, 2013
Dec. 31, 2012
Jun. 30, 2015
Jun. 29, 2012
Fair Value of S&P Index [Member]
Jun. 30, 2012
DJI [Member]
Jun. 29, 2012
DJI [Member]
Jun. 29, 2012
DJI [Member]
Customer relationships
Jun. 29, 2012
DJI [Member]
Other Intangible Assets [Member]
Jun. 29, 2012
DJI [Member]
Fair Value of Noncontrolling interest of DJI [Member]
Consideration Transferred:
 
 
 
 
 
 
 
 
 
 
 
Fair value of contribution
 
 
 
 
 
$ 571 
 
 
 
 
$ 221 
Total consideration transferred
792 
792 
 
 
792 
 
 
 
 
Preliminary Purchase Price Allocation:
 
 
 
 
 
 
 
 
 
 
 
Current assets
 
 
 
 
 
 
 
79 
 
 
 
Indefinite-lived intangibles
 
 
 
 
 
 
 
470 
 
 
 
Finite lived intangible assets
 
 
 
 
 
 
 
 
110 
33 
 
Goodwill
 
1,387 
1,409 
1,435 
1,383 
 
 
111 
 
 
 
Current liabilities
 
 
 
 
 
 
 
(11)
 
 
 
Total net assets
 
 
 
 
 
 
 
792 
 
 
 
Liabilities assumed in conjunction with the acquisition of businesses
 
 
 
 
 
 
 
 
 
 
 
Fair value of assets acquired
 
67 
1,071 
 
 
 
 
 
 
 
Fair value of consideration transferred for DJI business
792 
792 
 
 
792 
 
 
 
 
Cash paid (net of cash acquired)
 
52 
177 
 
 
 
 
 
 
 
Liabilities assumed
 
$ 15 
$ 0 
$ 102 
 
 
 
 
 
 
 
Acquisitions and Divestitures (Divestitures) (Details Textual) (USD $)
In Millions, unless otherwise specified
3 Months Ended 6 Months Ended 12 Months Ended 0 Months Ended 1 Months Ended 0 Months Ended 12 Months Ended 0 Months Ended 12 Months Ended 3 Months Ended 6 Months Ended 0 Months Ended 3 Months Ended 0 Months Ended
Jun. 30, 2015
Dec. 31, 2013
Jun. 30, 2015
Dec. 31, 2014
Dec. 31, 2013
Dec. 31, 2012
Aug. 27, 2013
CRISIL Limited [Member]
India Index Services & Products Ltd [Member]
Jun. 30, 2014
Data Center [Member]
Jul. 31, 2014
Data Center [Member]
Nov. 3, 2014
McGraw Hill Construction [Member]
Dec. 31, 2014
McGraw Hill Construction [Member]
Mar. 22, 2013
McGraw Hill Education [Member]
Dec. 31, 2013
McGraw Hill Education [Member]
Dec. 31, 2012
McGraw Hill Education [Member]
Positions
Jun. 30, 2014
Other (Income) Loss [Member]
Jun. 30, 2015
Other (Income) Loss [Member]
e-Builder [Member]
Jun. 30, 2014
Other (Income) Loss [Member]
Data Center [Member]
Dec. 31, 2013
Other (Income) Loss [Member]
Data Center [Member]
Jul. 31, 2014
Harold W. McGraw III [Member]
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Pre-tax gain (loss) on dispositions
 
 
 
$ (9)
$ 24 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Amount of transaction with related party
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
20 
Non-cash impairment charge
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Cash proceeds from sale of business
11 
 
11 
 
 
 
 
58 
58 
320 
 
2,400 
 
 
 
11 
 
 
 
After-tax gain (loss) on sale of business
 
 
 
160 
589 
 
 
 
 
160 
 
589 
 
 
 
(3)
 
Percent of equity interest sold
 
 
 
 
 
 
49.00% 
 
 
 
 
 
 
 
 
 
 
 
 
Pre-tax gain on sale from discontinued operations
 
 
 
289 
888 
 
 
 
 
 
 
 
 
 
 
 
 
 
Impairment charges, goodwill and intangible assets
 
 
 
 
 
 
 
 
 
 
 
 
 
497 
 
 
 
 
 
Impairment charges, goodwill
 
 
 
 
 
 
 
 
 
 
 
 
 
478 
 
 
 
 
 
Impairment charges, excluding goodwill
 
26 
 
 
26 
 
 
 
 
 
 
 
 
19 
 
 
 
 
 
Restructuring costs
 
 
 
 
 
 
 
 
 
 
 
 
 
39 
 
 
 
 
 
Workforce reduction, positions
 
 
 
 
 
 
 
 
 
 
 
 
 
530 
 
 
 
 
 
Direct transaction costs for legal and professional fees
 
 
 
 
 
 
 
 
 
 
 
 
 
17 
 
 
 
 
 
Lease commitment charges
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Vacation accrual reversal
 
 
 
 
 
 
 
 
 
 
 
 
 
$ 17 
 
 
 
 
 
Acquisitions and Divestitures (Divestitures) (Details) (USD $)
In Millions, unless otherwise specified
3 Months Ended 6 Months Ended 12 Months Ended
Jun. 30, 2015
Dec. 31, 2014
Sep. 30, 2014
Jun. 30, 2014
Mar. 31, 2014
Dec. 31, 2013
Sep. 30, 2013
Jun. 30, 2013
Mar. 31, 2013
Jun. 30, 2015
Jun. 30, 2014
Dec. 31, 2014
Dec. 31, 2013
Dec. 31, 2012
Components of income from discontinued operations
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Revenue
 
 
 
$ 44 
 
 
 
 
 
 
$ 84 
$ 139 
$ 441 
$ 2,242 
Expenses
 
 
 
34 
 
 
 
 
 
 
63 
110 
436 
2,426 
Operating income (loss)
 
 
 
10 
 
 
 
 
 
 
21 
29 
(184)
Interest expense (income), net
 
 
 
 
 
 
 
 
 
 
 
(2)
Income (loss) before taxes on income (loss)
 
 
 
 
 
 
 
 
 
 
 
29 
(182)
Provision for taxes on income (loss)
 
 
 
 
 
 
 
 
 
11 
27 
Income (loss) from discontinued operations, net of tax
 
 
 
 
 
 
 
12 
18 
(209)
Pre-tax gain on sale from discontinued operations
 
 
 
 
 
 
 
 
 
 
 
289 
888 
Provision for taxes on gain on sale
 
 
 
 
 
 
 
 
 
 
 
129 
299 
Gain on sale of discontinued operations, net of tax
 
 
 
 
 
 
 
 
 
 
 
160 
589 
Discontinued operations, net
 
163 
(13)
11 
587 
12 
178 
592 
(209)
Less: net (loss) income attributable to noncontrolling interests
 
 
 
 
 
 
 
 
 
 
 
(1)
Income (loss) from discontinued operations attributable to McGraw Hill Financial, Inc. common shareholders
163 
(13)
11 
588 
12 
178 
593 
(214)
Components of assets and liabilities held for sale
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Accounts receivable, net
 
 
 
 
 
30 
 
 
 
 
 
 
30 
 
Goodwill
 
 
 
 
 
 
 
 
 
 
 
 
Other assets
 
 
 
 
 
 
 
 
 
 
 
 
Assets held for sale
 
 
 
 
 
36 
 
 
 
 
 
 
36 
 
Accounts payable and accrued expenses
 
 
 
 
 
13 
 
 
 
 
 
 
13 
 
Unearned revenue
 
 
 
 
 
41 
 
 
 
 
 
 
41 
 
Liabilities held for sale
 
$ 0 
 
 
 
$ 54 
 
 
 
 
 
$ 0 
$ 54 
 
Goodwill and Other Intangible Assets (Details) (USD $)
In Millions, unless otherwise specified
12 Months Ended
Dec. 31, 2014
Dec. 31, 2013
Jun. 30, 2015
Goodwill [Roll Forward]
 
 
 
Goodwill, Beginning balance
$ 1,409 
$ 1,435 
$ 1,383 
Acquisitions
42 
 
 
Dispositions
(32)
(36)
 
Other ( primarily Fx )
(32)
10 
 
Goodwill, Ending balance
1,387 
1,409 
1,383 
S&P Ratings
 
 
 
Goodwill [Roll Forward]
 
 
 
Goodwill, Beginning balance
125 
130 
 
Acquisitions
 
 
Dispositions
 
Other ( primarily Fx )
(7)
(5)
 
Goodwill, Ending balance
122 
125 
 
S&P Capital IQ
 
 
 
Goodwill [Roll Forward]
 
 
 
Goodwill, Beginning balance
469 
457 
 
Acquisitions
 
 
Dispositions
(3)
 
Other ( primarily Fx )
(17)
15 
 
Goodwill, Ending balance
452 
469 
 
S&P DJ Indices
 
 
 
Goodwill [Roll Forward]
 
 
 
Goodwill, Beginning balance
376 
380 
 
Acquisitions
 
 
Dispositions
(4)
 
Other ( primarily Fx )
 
Goodwill, Ending balance
376 
376 
 
C&C
 
 
 
Goodwill [Roll Forward]
 
 
 
Goodwill, Beginning balance
439 
468 
 
Acquisitions
38 
 
 
Dispositions
(32)
(29)
 
Other ( primarily Fx )
(8)
 
Goodwill, Ending balance
$ 437 
$ 439 
 
Goodwill and Other Intangible Assets (Details 1) (USD $)
In Millions, unless otherwise specified
3 Months Ended 6 Months Ended 12 Months Ended
Jun. 30, 2015
Jun. 30, 2014
Dec. 31, 2013
Jun. 30, 2015
Jun. 30, 2014
Dec. 31, 2014
Dec. 31, 2013
Dec. 31, 2012
Finite-lived Intangible Assets [Roll Forward]
 
 
 
 
 
 
 
 
Cost, Beginning balance
 
 
 
$ 637 
$ 682 
$ 682 
$ 694 
 
Additions, net
 
 
 
 
 
13 
44 
 
Dispositions
 
 
 
 
 
 
(22)
 
Impairment
 
 
(26)
 
 
 
(26)
 
Transfers
 
 
 
 
 
(44)
 
 
Other (primarily Fx)
 
 
 
 
 
(14)
(8)
 
Cost, Ending balance
 
 
682 
 
 
637 
682 
694 
Accumulated amortization, Beginning balance
 
 
 
326 
283 
283 
245 
 
Current year amortization
11 
12 
 
23 
24 
48 
51 
48 
Dispositions
 
 
 
 
 
 
(15)
 
Other (primarily Fx)
 
 
 
 
 
(5)
 
Accumulated amortization, Ending balance
 
 
283 
 
 
326 
283 
245 
Net amount
 
 
399 
 
 
311 
399 
 
Databases and software
 
 
 
 
 
 
 
 
Finite-lived Intangible Assets [Roll Forward]
 
 
 
 
 
 
 
 
Cost, Beginning balance
 
 
 
 
115 
115 
126 
 
Additions, net
 
 
 
 
 
 
Dispositions
 
 
 
 
 
 
(9)
 
Impairment
 
 
 
 
 
 
 
Transfers
 
 
 
 
 
 
 
Other (primarily Fx)
 
 
 
 
 
(2)
(2)
 
Cost, Ending balance
 
 
115 
 
 
113 
115 
 
Accumulated amortization, Beginning balance
 
 
 
 
83 
83 
80 
 
Current year amortization
 
 
 
 
 
 
Dispositions
 
 
 
 
 
 
(6)
 
Other (primarily Fx)
 
 
 
 
 
(1)
 
Accumulated amortization, Ending balance
 
 
83 
 
 
88 
83 
 
Net amount
 
 
32 
 
 
25 
32 
 
Content
 
 
 
 
 
 
 
 
Finite-lived Intangible Assets [Roll Forward]
 
 
 
 
 
 
 
 
Cost, Beginning balance
 
 
 
 
139 
139 
139 
 
Additions, net
 
 
 
 
 
 
Dispositions
 
 
 
 
 
 
 
Impairment
 
 
 
 
 
 
 
Transfers
 
 
 
 
 
 
 
Other (primarily Fx)
 
 
 
 
 
 
Cost, Ending balance
 
 
139 
 
 
139 
139 
 
Accumulated amortization, Beginning balance
 
 
 
 
45 
45 
31 
 
Current year amortization
 
 
 
 
 
14 
14 
 
Dispositions
 
 
 
 
 
 
 
Other (primarily Fx)
 
 
 
 
 
 
Accumulated amortization, Ending balance
 
 
45 
 
 
59 
45 
 
Net amount
 
 
94 
 
 
80 
94 
 
Customer relationships
 
 
 
 
 
 
 
 
Finite-lived Intangible Assets [Roll Forward]
 
 
 
 
 
 
 
 
Cost, Beginning balance
 
 
 
 
225 
225 
225 
 
Additions, net
 
 
 
 
 
 
Dispositions
 
 
 
 
 
 
 
Impairment
 
 
 
 
 
 
 
Transfers
 
 
 
 
 
 
 
Other (primarily Fx)
 
 
 
 
 
 
Cost, Ending balance
 
 
225 
 
 
228 
225 
 
Accumulated amortization, Beginning balance
 
 
 
 
67 
67 
55 
 
Current year amortization
 
 
 
 
 
13 
11 
 
Dispositions
 
 
 
 
 
 
 
Other (primarily Fx)
 
 
 
 
 
 
Accumulated amortization, Ending balance
 
 
67 
 
 
80 
67 
 
Net amount
 
 
158 
 
 
148 
158 
 
Tradenames
 
 
 
 
 
 
 
 
Finite-lived Intangible Assets [Roll Forward]
 
 
 
 
 
 
 
 
Cost, Beginning balance
 
 
 
 
45 
45 
45 
 
Additions, net
 
 
 
 
 
 
Dispositions
 
 
 
 
 
 
 
Impairment
 
 
 
 
 
 
 
Transfers
 
 
 
 
 
 
 
Other (primarily Fx)
 
 
 
 
 
 
Cost, Ending balance
 
 
45 
 
 
46 
45 
 
Accumulated amortization, Beginning balance
 
 
 
 
32 
32 
30 
 
Current year amortization
 
 
 
 
 
 
Dispositions
 
 
 
 
 
 
 
Other (primarily Fx)
 
 
 
 
 
 
Accumulated amortization, Ending balance
 
 
32 
 
 
35 
32 
 
Net amount
 
 
13 
 
 
11 
13 
 
Other intangibles
 
 
 
 
 
 
 
 
Finite-lived Intangible Assets [Roll Forward]
 
 
 
 
 
 
 
 
Cost, Beginning balance
 
 
 
 
158 
158 
159 
 
Additions, net
 
 
 
 
 
13 
44 
 
Dispositions
 
 
 
 
 
 
(13)
 
Impairment
 
 
 
 
 
 
(26)
 
Transfers
 
 
 
 
 
(44)
 
 
Other (primarily Fx)
 
 
 
 
 
(16)
(6)
 
Cost, Ending balance
 
 
158 
 
 
111 
158 
 
Accumulated amortization, Beginning balance
 
 
 
 
56 
56 
49 
 
Current year amortization
 
 
 
 
 
12 
15 
 
Dispositions
 
 
 
 
 
 
(9)
 
Other (primarily Fx)
 
 
 
 
 
(4)
 
Accumulated amortization, Ending balance
 
 
56 
 
 
64 
56 
 
Net amount
 
 
102 
 
 
47 
102 
 
Asset Acquired Trough Formation of S&P Dow Jones Indices LLC Joint Venture [Member]
 
 
 
 
 
 
 
 
Finite-lived Intangible Assets [Roll Forward]
 
 
 
 
 
 
 
 
Impairment
 
 
 
 
 
 
$ (26)
 
Goodwill and Other Intangible Assets (Details 2) (USD $)
In Millions, unless otherwise specified
3 Months Ended 6 Months Ended 12 Months Ended
Jun. 30, 2015
Jun. 30, 2014
Jun. 30, 2015
Jun. 30, 2014
Dec. 31, 2014
Dec. 31, 2013
Dec. 31, 2012
Amortization expense and projected amortization expense for intangible assets
 
 
 
 
 
 
 
Amortization of intangibles
$ 11 
$ 12 
$ 23 
$ 24 
$ 48 
$ 51 
$ 48 
Expected amortization expense, 2015
 
 
 
 
47 
 
 
Expected amortization expense, 2016
 
 
 
 
47 
 
 
Expected amortization expense, 2017
 
 
 
 
44 
 
 
Expected amortization expense, 2018
 
 
 
 
37 
 
 
Expected amortization expense, 2019
 
 
 
 
$ 29 
 
 
Goodwill and Other Intangible Assets (Details Textual) (USD $)
In Millions, unless otherwise specified
12 Months Ended
Dec. 31, 2014
Dec. 31, 2013
Indefinite-lived Intangible Assets by Major Class [Line Items]
 
 
Carrying value of trade name and licenses
$ 693 
$ 634 
Weighted-average life of the intangible assets
10 years 
 
Amortization period for intangible assets
5 years 
 
Maximum [Member]
 
 
Indefinite-lived Intangible Assets by Major Class [Line Items]
 
 
Weighted-average life of the intangible assets
40 years 
 
Amortization period for intangible assets
7 years 
 
Dow Jones Index [Member] |
Intellectual Property [Member]
 
 
Indefinite-lived Intangible Assets by Major Class [Line Items]
 
 
Carrying value of trade name and licenses
380 
380 
Dow Jones Index [Member] |
Trade Names [Member]
 
 
Indefinite-lived Intangible Assets by Major Class [Line Items]
 
 
Carrying value of trade name and licenses
90 
90 
C&C [Member] |
Trade Names [Member]
 
 
Indefinite-lived Intangible Assets by Major Class [Line Items]
 
 
Carrying value of trade name and licenses
164 
164 
S&P Dow Jones LLC [Member] |
Broad Market Intellectual Property [Member]
 
 
Indefinite-lived Intangible Assets by Major Class [Line Items]
 
 
Carrying value of trade name and licenses
44 
44 
S&P Dow Jones LLC [Member] |
Commodity Index Intellectual Property [Member]
 
 
Indefinite-lived Intangible Assets by Major Class [Line Items]
 
 
Carrying value of trade name and licenses
$ 15 
$ 15 
Taxes on Income (Details Textual) (USD $)
In Millions, unless otherwise specified
12 Months Ended
Dec. 31, 2014
Dec. 31, 2013
Dec. 31, 2012
Jun. 30, 2015
Dec. 31, 2011
Taxes on income (Textual) [Abstract]
 
 
 
 
 
Undistributed earnings of foreign subsidiaries for income tax purposes
 
$ 1,239 
 
 
 
Net income tax payments
419 
787 
243 
 
 
Operating Loss Carryforwards
125 
 
 
 
 
Total amount of federal, state and local, and foreign unrecognized tax benefits excluding interest and penalties
118 
82 
74 
138 
58 
Increase in amount of unrecognized tax benefits that unfavorably impact tax expense
52 
 
 
 
 
Accrued interest and penalties associated with uncertain tax positions
$ 23 
$ 19 
 
$ 27 
 
Taxes on Income (Details) (USD $)
In Millions, unless otherwise specified
3 Months Ended 6 Months Ended 12 Months Ended
Jun. 30, 2015
Jun. 30, 2014
Jun. 30, 2015
Jun. 30, 2014
Dec. 31, 2014
Dec. 31, 2013
Dec. 31, 2012
Income before taxes domestic and foreign operations
 
 
 
 
 
 
 
Domestic operations
 
 
 
 
$ (423)
$ 821 
$ 800 
Foreign operations
 
 
 
 
477 
478 
289 
Total continuing income before taxes
 
 
 
 
54 
1,299 
1,089 
Federal:
 
 
 
 
 
 
 
Current
 
 
 
 
285 
194 
181 
Deferred
 
 
 
 
(213)
51 
73 
Total federal
 
 
 
 
72 
245 
254 
Foreign:
 
 
 
 
 
 
 
Current
 
 
 
 
135 
152 
91 
Deferred
 
 
 
 
(19)
(9)
Total foreign
 
 
 
 
136 
133 
82 
State and local:
 
 
 
 
 
 
 
Current
 
 
 
 
62 
37 
38 
Deferred
 
 
 
 
(25)
10 
14 
Total state and local
 
 
 
 
37 
47 
52 
Total provision for taxes for continuing operations
185 
152 
340 
290 
245 
425 
388 
Provision for discontinued operations
 
 
 
 
140 
299 
27 
Total provision for taxes
 
 
 
 
$ 385 
$ 724 
$ 415 
Reconciliation of federal statutory income tax rate
 
 
 
 
 
 
 
U.S. federal statutory income tax rate
 
 
 
 
35.00% 
35.00% 
35.00% 
Legal and regulatory settlements
 
 
 
 
524.10% 
0.00% 
0.00% 
State and local income taxes
 
 
 
 
64.20% 
2.80% 
3.50% 
Foreign operations
 
 
 
 
(79.60%)
(3.90%)
(2.70%)
S&P Dow Jones Indices LLC joint venture
 
 
 
 
(60.20%)
(2.00%)
(1.10%)
Tax credits and incentives
 
 
 
 
(91.50%)
(2.10%)
(2.40%)
Other, net
 
 
 
 
61.70% 
2.90% 
3.30% 
Effective income tax rate for continuing operations
32.60% 
32.90% 
32.40% 
33.40% 
453.70% 
32.70% 
35.60% 
Taxes on Income (Details 1) (USD $)
In Millions, unless otherwise specified
Jun. 30, 2015
Dec. 31, 2014
Dec. 31, 2013
Deferred tax assets:
 
 
 
Legal and regulatory settlements
 
$ 305 
$ 6 
Employee compensation
 
98 
72 
Accrued expenses
 
107 
136 
Postretirement benefits
 
140 
32 
Unearned revenue
 
24 
55 
Allowance for doubtful accounts
 
12 
15 
Loss carryforwards
 
29 
28 
Other
 
12 
10 
Total deferred tax assets
 
727 
354 
Deferred tax liabilities:
 
 
 
Goodwill and intangible assets
 
(377)
(379)
Fixed assets
 
(11)
(55)
Other
 
Total deferred tax liabilities
 
(388)
(434)
Net deferred income tax asset (liability) before valuation allowance
 
339 
(80)
Valuation allowance
 
(12)
(5)
Net deferred income tax asset (liability)
 
327 
(85)
Reported as:
 
 
 
Current deferred tax assets
203 
363 
108 
Current deferred tax liabilities
 
(2)
(10)
Non-current deferred tax assets
 
22 
23 
Non-current deferred tax liabilities
(87)
(56)
(206)
Net deferred income tax asset (liability)
 
$ 327 
$ (85)
Taxes on Income (Details 2) (USD $)
In Millions, unless otherwise specified
12 Months Ended
Dec. 31, 2014
Dec. 31, 2013
Dec. 31, 2012
Jun. 30, 2015
Reconciliation of beginning and ending amount of unrecognized tax benefits
 
 
 
 
Balance at beginning of year
$ 82 
$ 74 
$ 58 
$ 138 
Additions based on tax positions related to the current year
30 
27 
14 
 
Additions for tax positions of prior years
33 
10 
 
Reduction for tax positions of prior years
(11)
(9)
(1)
 
Reduction for settlements
(16)
(20)
 
Balance at end of year
$ 118 
$ 82 
$ 74 
$ 138 
Debt (Details) (USD $)
1 Months Ended 12 Months Ended 0 Months Ended 0 Months Ended 6 Months Ended
Jun. 30, 2014
Dec. 31, 2014
Jun. 30, 2015
Dec. 31, 2013
Jun. 30, 2013
Jun. 30, 2015
4 Year Facility [Member]
Jun. 30, 2015
4 Year Facility [Member]
Jun. 30, 2015
5 Year Facility [Member]
Jun. 30, 2015
5 Year Facility [Member]
Jun. 30, 2015
5 Year Facility [Member]
Minimum [Member]
Jun. 30, 2015
5 Year Facility [Member]
Maximum [Member]
Dec. 31, 2014
Commercial Paper [Member]
Dec. 31, 2013
Commercial Paper [Member]
Dec. 31, 2014
Senior Notes One [Member]
Dec. 31, 2013
Senior Notes One [Member]
Dec. 31, 2014
Senior Notes Two [Member]
Dec. 31, 2013
Senior Notes Two [Member]
Aug. 18, 2015
Senior Notes [Member]
Jun. 30, 2015
Senior Notes [Member]
Dec. 31, 2014
Senior Notes [Member]
Jun. 30, 2015
Senior Notes [Member]
Senior Notes One [Member]
Dec. 31, 2014
Senior Notes [Member]
Senior Notes One [Member]
Jun. 30, 2015
Senior Notes [Member]
Senior Notes Two [Member]
May 26, 2015
Senior Notes [Member]
Senior Notes Two [Member]
Dec. 31, 2014
Senior Notes [Member]
Senior Notes Two [Member]
Jun. 30, 2015
Senior Notes [Member]
Senior Notes Three [Member]
Dec. 31, 2014
Senior Notes [Member]
Senior Notes Three [Member]
Jun. 30, 2015
Commercial Paper [Member]
Dec. 31, 2014
Commercial Paper [Member]
Debt Instrument [Line Items]
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Senior notes
 
 
 
 
 
 
 
 
 
 
 
 
 
$ 400,000,000 
$ 400,000,000 
$ 399,000,000 
$ 399,000,000 
 
$ 1,494,000,000 
$ 799,000,000 
$ 400,000,000 
$ 400,000,000 
$ 695,000,000 
 
$ 0 
$ 399,000,000 
$ 399,000,000 
 
 
Debt issued
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
2,000,000,000 
 
 
 
 
 
700,000,000 
 
 
 
 
 
Short-term debt
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Total debt
 
799,000,000 
 
799,000,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Less: short-term debt including current maturities
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Long-term debt
 
799,000,000 
1,494,000,000 
799,000,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Interest rate
 
 
 
 
 
 
 
 
 
 
 
 
 
5.90% 
5.90% 
6.55% 
6.55% 
 
 
 
5.90% 
5.90% 
4.00% 
4.00% 
4.00% 
6.55% 
6.55% 
 
 
Unamortized debt discount on senior notes (less than $1 milllion for 5.9% Senior Notes)
 
 
 
 
 
 
 
 
 
 
 
 
 
1,000,000 
 
1,000,000 
 
 
 
 
1,000,000 
 
5,000,000 
 
 
1,000,000 
 
 
 
Annual long term debt maturity year one
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Annual long term debt maturity year two
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Annual long term debt maturity year three
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Annual long term debt maturity year four
 
400,000,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Annual long term debt maturity after year five
 
399,000,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Facility outstanding
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Term of debt instrument
 
 
 
 
 
4 years 
 
5 years 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Maximum borrowing capacity
 
 
 
 
1,000,000,000.0 
 
1,000,000,000.0 
 
1,200,000,000.0 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
1,000,000,000.0 
 
Facility expiration period
4 years 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Commercial paper
 
$ 0 
 
$ 0 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Commitment fee minimum percentage
 
0.20% 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Commitment fee maximum percentage
 
0.45% 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Current commitment fee
 
0.20% 
 
 
 
 
 
 
0.20% 
0.10% 
0.20% 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Indebtedness to cash flow
 
3.25 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Employee Benefits (Details) (USD $)
In Millions, unless otherwise specified
6 Months Ended 12 Months Ended
Jun. 30, 2015
Dec. 31, 2014
Dec. 31, 2013
Dec. 31, 2014
Retirement Plans [Member]
Dec. 31, 2013
Retirement Plans [Member]
Dec. 31, 2012
Retirement Plans [Member]
Dec. 31, 2014
Postretirement Plans [Member]
Dec. 31, 2013
Postretirement Plans [Member]
Dec. 31, 2012
Postretirement Plans [Member]
Defined Benefit Plan, Change in Benefit Obligation [Roll Forward]
 
 
 
 
 
 
 
 
 
Net benefit obligation at beginning of year
 
 
 
$ 2,004 
$ 2,171 
 
$ 103 
$ 129 
 
Service cost
 
 
 
10 
24 
Interest cost
 
 
 
99 
91 
93 
Plan participant's contributions
 
 
 
 
 
Actuarial loss (gain)
 
 
 
504 
(178)
 
(13)
 
Gross benefits paid
 
 
 
(125)
(77)
 
(13)
(13)
 
Foreign currency effect
 
 
 
(25)
 
 
Curtailment
 
 
 
(26)
 
(11)
 
Other adjustments
 
 
 
 
(8)
 
Net benefit obligation at end of year
 
 
 
2,462 
2,004 
2,171 
96 
103 
129 
Defined Benefit Plan, Change in Fair Value of Plan Assets [Roll Forward]
 
 
 
 
 
 
 
 
 
Fair value of plan assets at beginning of year
2,236 
 
2,088 
2,088 
1,851 
 
 
Actual return on plan assets
 
 
 
270 
281 
 
 
Employer contributions
11 
 
 
22 
27 
 
 
Plan participant's contributions
 
 
 
 
 
Gross benefits paid
 
 
 
(125)
(77)
 
(13)
(13)
 
Foreign currency effect
 
 
 
(19)
 
 
Fair value of plan assets at end of year
 
 
2,088 
2,236 
2,088 
1,851 
Funded status
 
 
 
(226)
84 
 
(96)
(103)
 
Amounts recognized in consolidated balance sheets:
 
 
 
 
 
 
 
 
 
Non-current assets
 
 
 
28 
261 
 
 
Current liabilities
 
 
 
(8)
(7)
 
(9)
(9)
 
Non-current liabilities
(285)
(333)
(264)
(246)
(170)
 
(87)
(94)
 
Amounts Recognized in Consolidated Balance Sheet, Total
 
 
 
(226)
84 
 
(96)
(103)
 
Accumulated benefit obligation
 
 
 
2,440 
2,004 
 
 
 
 
Plans with accumulated benefit obligation in excess of the fair value of plan assets:
 
 
 
 
 
 
 
 
 
Projected benefit obligation
 
 
 
2,046 
176 
 
 
 
 
Accumulated benefit obligation
 
 
 
2,024 
158 
 
 
 
 
Fair value of plan assets
 
 
 
1,792 
 
 
 
 
Amounts recognized in accumulated other comprehensive loss, net of tax:
 
 
 
 
 
 
 
 
 
Net actuarial loss (gain)
 
 
 
452 
227 
 
(8)
(11)
 
Prior service credit
 
 
 
 
(5)
(1)
 
Total recognized
 
 
 
$ 453 
$ 228 
 
$ (13)
$ (12)
 
Employee Benefits (Details 1) (USD $)
In Millions, unless otherwise specified
3 Months Ended 6 Months Ended 12 Months Ended
Jun. 30, 2015
Jun. 30, 2014
Jun. 30, 2015
Jun. 30, 2014
Dec. 31, 2014
Dec. 31, 2013
Dec. 31, 2012
Other changes in plan assets and benefit obligations recognized in other comprehensive income, net of tax
 
 
 
 
 
 
 
Total recognized
$ (35)
$ 34 
$ (37)
$ 33 
$ 215 
$ (231)
$ 101 
Retirement Plans [Member]
 
 
 
 
 
 
 
Components of net periodic cost for retirement plans and post-retirement plans
 
 
 
 
 
 
 
Service cost
 
 
 
 
10 
24 
Interest cost
 
 
 
 
99 
91 
93 
Expected return on assets
 
 
 
 
(138)
(129)
(124)
Actuarial loss (gain)
 
 
 
 
11 
26 
32 
Prior service cost (credit)
 
 
 
 
(1)
Curtailment
 
 
 
 
(8)
Net periodic benefit cost
 
 
 
 
(23)
(5)
24 
Other changes in plan assets and benefit obligations recognized in other comprehensive income, net of tax
 
 
 
 
 
 
 
Net actuarial loss (gain)
 
 
 
 
232 
(213)
116 
Recognized actuarial (gain) loss
 
 
 
 
(7)
(15)
(20)
Prior service cost (credit)
 
 
 
 
Total recognized
 
 
 
 
225 
(223)
98 
Postretirement Plans [Member]
 
 
 
 
 
 
 
Components of net periodic cost for retirement plans and post-retirement plans
 
 
 
 
 
 
 
Service cost
 
 
 
 
Interest cost
 
 
 
 
Expected return on assets
 
 
 
 
Actuarial loss (gain)
 
 
 
 
(1)
Prior service cost (credit)
 
 
 
 
(1)
(1)
Curtailment
 
 
 
 
(1)
(12)
Net periodic benefit cost
 
 
 
 
(6)
Other changes in plan assets and benefit obligations recognized in other comprehensive income, net of tax
 
 
 
 
 
 
 
Net actuarial loss (gain)
 
 
 
 
(8)
Recognized actuarial (gain) loss
 
 
 
 
Prior service cost (credit)
 
 
 
 
(5)
Total recognized
 
 
 
 
$ (1)
$ (8)
$ 3 
Employee Benefits (Details 2) (USD $)
In Millions, unless otherwise specified
12 Months Ended 0 Months Ended
Dec. 31, 2014
Dec. 31, 2014
Retirement Plans [Member]
Dec. 31, 2013
Retirement Plans [Member]
Dec. 31, 2012
Retirement Plans [Member]
Dec. 31, 2014
Postretirement Plans [Member]
Dec. 31, 2013
Postretirement Plans [Member]
Dec. 31, 2012
Postretirement Plans [Member]
Dec. 31, 2014
United Kingdom Retirement Plan [Member]
Dec. 31, 2013
United Kingdom Retirement Plan [Member]
Dec. 31, 2012
United Kingdom Retirement Plan [Member]
Dec. 31, 2014
United States Pension Plan of US Entity [Member]
Jan. 2, 2015
Subsequent Event [Member]
Retirement Plans [Member]
Jan. 2, 2015
Subsequent Event [Member]
United Kingdom Retirement Plan [Member]
Jan. 2, 2015
Subsequent Event [Member]
United States Pension Plan of US Entity [Member]
Benefit obligation
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Discount rate
 
4.15% 
5.00% 
4.10% 
3.60% 
4.20% 
3.45% 
 
 
 
 
 
 
 
Net periodic cost
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Weighted-average healthcare cost rate
5.00% 
 
 
 
7.00% 
7.00% 
7.50% 
 
 
 
 
 
 
 
Discount rate
 
5.00% 
4.10% 
5.10% 
4.125% 
3.45% 
4.45% 
4.50% 
4.80% 
5.10% 
5.00% 
 
3.80% 
4.15% 
Compensation increase factor
 
 
 
4.50% 
 
 
 
 
5.75% 
5.85% 
 
 
 
 
Return on assets
 
7.125% 
7.25% 
7.75% 
 
 
 
6.75% 
 
 
 
6.25% 
6.25% 
 
Effects created by one percentage point change in assumed healthcare cost trend
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Effect of 1% point increase on postretirement obligation
$ 5 
 
 
 
 
 
 
 
 
 
 
 
 
 
Effect of 1% point decrease on postretirement obligation
$ (4)
 
 
 
 
 
 
 
 
 
 
 
 
 
Employee Benefits (Details 3) (USD $)
In Millions, unless otherwise specified
Dec. 31, 2014
Retirement Plans [Member]
 
Information about the expected cash flows for retirement and post-retirement plans and impact of the Medicare subsidy
 
2015, Net payments
$ 84 
2016, Net payments
88 
2017, Net payments
92 
2018, Net payments
96 
2019, Net payments
100 
2020-2024, Net payments
553 
Postretirement Plans [Member]
 
Information about the expected cash flows for retirement and post-retirement plans and impact of the Medicare subsidy
 
2015, Gross payments
15 
2016, Gross payments
15 
2017, Gross payments
15 
2018, Gross payments
15 
2019, Gross payments
14 
2020-2024, Gross payments
52 
2015, Retiree Contributions
(5)
2016, Retiree Contributions
(5)
2017, Retiree Contributions
(5)
2018, Retiree Contributions
(5)
2019, Retiree Contributions
(5)
2020-2024, Retiree Contributions
(15)
2015, Medicare subsidy
(1)
2016, Medicare subsidy
(1)
2017, Medicare subsidy
(1)
2018, Medicare subsidy
(1)
2019, Medicare subsidy
(1)
2020-2024, Medicare subsidy
(3)
2015, Net payments
2016, Net payments
2017, Net payments
2018, Net payments
2019, Net payments
2020-2024, Net payments
$ 34 
Employee Benefits (Details 4) (USD $)
In Millions, unless otherwise specified
Dec. 31, 2014
Dec. 31, 2013
Fair value of defined benefit plans assets by asset class
 
 
Fair value of defined benefit plans assets by asset class, Total
$ 2,236 
$ 2,088 
Level 1 [Member]
 
 
Fair value of defined benefit plans assets by asset class
 
 
Fair value of defined benefit plans assets by asset class, Total
350 
722 
Level 2 [Member]
 
 
Fair value of defined benefit plans assets by asset class
 
 
Fair value of defined benefit plans assets by asset class, Total
1,886 
1,366 
Level 3 [Member]
 
 
Fair value of defined benefit plans assets by asset class
 
 
Fair value of defined benefit plans assets by asset class, Total
Cash and short-term investments [Member]
 
 
Fair value of defined benefit plans assets by asset class
 
 
Fair value of defined benefit plans assets by asset class, Total
176 
68 
Cash and short-term investments [Member] |
Level 1 [Member]
 
 
Fair value of defined benefit plans assets by asset class
 
 
Fair value of defined benefit plans assets by asset class, Total
17 
20 
Cash and short-term investments [Member] |
Level 2 [Member]
 
 
Fair value of defined benefit plans assets by asset class
 
 
Fair value of defined benefit plans assets by asset class, Total
159 
48 
Cash and short-term investments [Member] |
Level 3 [Member]
 
 
Fair value of defined benefit plans assets by asset class
 
 
Fair value of defined benefit plans assets by asset class, Total
US indexed equity securities [Member]
 
 
Fair value of defined benefit plans assets by asset class
 
 
Fair value of defined benefit plans assets by asset class, Total
293 
514 
US indexed equity securities [Member] |
Level 1 [Member]
 
 
Fair value of defined benefit plans assets by asset class
 
 
Fair value of defined benefit plans assets by asset class, Total
88 
145 
US indexed equity securities [Member] |
Level 2 [Member]
 
 
Fair value of defined benefit plans assets by asset class
 
 
Fair value of defined benefit plans assets by asset class, Total
205 
369 
US indexed equity securities [Member] |
Level 3 [Member]
 
 
Fair value of defined benefit plans assets by asset class
 
 
Fair value of defined benefit plans assets by asset class, Total
US growth and value securities [Member]
 
 
Fair value of defined benefit plans assets by asset class
 
 
Fair value of defined benefit plans assets by asset class, Total
204 
373 
US growth and value securities [Member] |
Level 1 [Member]
 
 
Fair value of defined benefit plans assets by asset class
 
 
Fair value of defined benefit plans assets by asset class, Total
147 
325 
US growth and value securities [Member] |
Level 2 [Member]
 
 
Fair value of defined benefit plans assets by asset class
 
 
Fair value of defined benefit plans assets by asset class, Total
57 
48 
US growth and value securities [Member] |
Level 3 [Member]
 
 
Fair value of defined benefit plans assets by asset class
 
 
Fair value of defined benefit plans assets by asset class, Total
UK equity securities [Member]
 
 
Fair value of defined benefit plans assets by asset class
 
 
Fair value of defined benefit plans assets by asset class, Total
67 
183 
UK equity securities [Member] |
Level 1 [Member]
 
 
Fair value of defined benefit plans assets by asset class
 
 
Fair value of defined benefit plans assets by asset class, Total
56 
101 
UK equity securities [Member] |
Level 2 [Member]
 
 
Fair value of defined benefit plans assets by asset class
 
 
Fair value of defined benefit plans assets by asset class, Total
11 
82 
UK equity securities [Member] |
Level 3 [Member]
 
 
Fair value of defined benefit plans assets by asset class
 
 
Fair value of defined benefit plans assets by asset class, Total
International equity securities excluding UK [Member]
 
 
Fair value of defined benefit plans assets by asset class
 
 
Fair value of defined benefit plans assets by asset class, Total
139 
227 
International equity securities excluding UK [Member] |
Level 1 [Member]
 
 
Fair value of defined benefit plans assets by asset class
 
 
Fair value of defined benefit plans assets by asset class, Total
42 
131 
International equity securities excluding UK [Member] |
Level 2 [Member]
 
 
Fair value of defined benefit plans assets by asset class
 
 
Fair value of defined benefit plans assets by asset class, Total
97 
96 
International equity securities excluding UK [Member] |
Level 3 [Member]
 
 
Fair value of defined benefit plans assets by asset class
 
 
Fair value of defined benefit plans assets by asset class, Total
Long duration bonds [Member]
 
 
Fair value of defined benefit plans assets by asset class
 
 
Fair value of defined benefit plans assets by asset class, Total
1,165 
517 
Long duration bonds [Member] |
Level 1 [Member]
 
 
Fair value of defined benefit plans assets by asset class
 
 
Fair value of defined benefit plans assets by asset class, Total
Long duration bonds [Member] |
Level 2 [Member]
 
 
Fair value of defined benefit plans assets by asset class
 
 
Fair value of defined benefit plans assets by asset class, Total
1,165 
517 
Long duration bonds [Member] |
Level 3 [Member]
 
 
Fair value of defined benefit plans assets by asset class
 
 
Fair value of defined benefit plans assets by asset class, Total
Intermediate Duration Securities [Member]
 
 
Fair value of defined benefit plans assets by asset class
 
 
Fair value of defined benefit plans assets by asset class, Total
25 
11 
Intermediate Duration Securities [Member] |
Level 1 [Member]
 
 
Fair value of defined benefit plans assets by asset class
 
 
Fair value of defined benefit plans assets by asset class, Total
Intermediate Duration Securities [Member] |
Level 2 [Member]
 
 
Fair value of defined benefit plans assets by asset class
 
 
Fair value of defined benefit plans assets by asset class, Total
25 
11 
Intermediate Duration Securities [Member] |
Level 3 [Member]
 
 
Fair value of defined benefit plans assets by asset class
 
 
Fair value of defined benefit plans assets by asset class, Total
Agency mortgage backed securities
 
 
Fair value of defined benefit plans assets by asset class
 
 
Fair value of defined benefit plans assets by asset class, Total
Agency mortgage backed securities |
Level 1 [Member]
 
 
Fair value of defined benefit plans assets by asset class
 
 
Fair value of defined benefit plans assets by asset class, Total
Agency mortgage backed securities |
Level 2 [Member]
 
 
Fair value of defined benefit plans assets by asset class
 
 
Fair value of defined benefit plans assets by asset class, Total
Agency mortgage backed securities |
Level 3 [Member]
 
 
Fair value of defined benefit plans assets by asset class
 
 
Fair value of defined benefit plans assets by asset class, Total
Asset-backed Securities [Member]
 
 
Fair value of defined benefit plans assets by asset class
 
 
Fair value of defined benefit plans assets by asset class, Total
18 
16 
Asset-backed Securities [Member] |
Level 1 [Member]
 
 
Fair value of defined benefit plans assets by asset class
 
 
Fair value of defined benefit plans assets by asset class, Total
Asset-backed Securities [Member] |
Level 2 [Member]
 
 
Fair value of defined benefit plans assets by asset class
 
 
Fair value of defined benefit plans assets by asset class, Total
18 
16 
Asset-backed Securities [Member] |
Level 3 [Member]
 
 
Fair value of defined benefit plans assets by asset class
 
 
Fair value of defined benefit plans assets by asset class, Total
Non-agency mortgage backed securities [Member]
 
 
Fair value of defined benefit plans assets by asset class
 
 
Fair value of defined benefit plans assets by asset class, Total
37 
45 
Non-agency mortgage backed securities [Member] |
Level 1 [Member]
 
 
Fair value of defined benefit plans assets by asset class
 
 
Fair value of defined benefit plans assets by asset class, Total
Non-agency mortgage backed securities [Member] |
Level 2 [Member]
 
 
Fair value of defined benefit plans assets by asset class
 
 
Fair value of defined benefit plans assets by asset class, Total
37 
45 
Non-agency mortgage backed securities [Member] |
Level 3 [Member]
 
 
Fair value of defined benefit plans assets by asset class
 
 
Fair value of defined benefit plans assets by asset class, Total
UK fixed income securities [Member]
 
 
Fair value of defined benefit plans assets by asset class
 
 
Fair value of defined benefit plans assets by asset class, Total
66 
UK fixed income securities [Member] |
Level 1 [Member]
 
 
Fair value of defined benefit plans assets by asset class
 
 
Fair value of defined benefit plans assets by asset class, Total
UK fixed income securities [Member] |
Level 2 [Member]
 
 
Fair value of defined benefit plans assets by asset class
 
 
Fair value of defined benefit plans assets by asset class, Total
66 
UK fixed income securities [Member] |
Level 3 [Member]
 
 
Fair value of defined benefit plans assets by asset class
 
 
Fair value of defined benefit plans assets by asset class, Total
International fixed income securities excluding UK [Member]
 
 
Fair value of defined benefit plans assets by asset class
 
 
Fair value of defined benefit plans assets by asset class, Total
85 
61 
International fixed income securities excluding UK [Member] |
Level 1 [Member]
 
 
Fair value of defined benefit plans assets by asset class
 
 
Fair value of defined benefit plans assets by asset class, Total
International fixed income securities excluding UK [Member] |
Level 2 [Member]
 
 
Fair value of defined benefit plans assets by asset class
 
 
Fair value of defined benefit plans assets by asset class, Total
85 
61 
International fixed income securities excluding UK [Member] |
Level 3 [Member]
 
 
Fair value of defined benefit plans assets by asset class
 
 
Fair value of defined benefit plans assets by asset class, Total
Other [Member]
 
 
Fair value of defined benefit plans assets by asset class
 
 
Fair value of defined benefit plans assets by asset class, Total
14 
 
Other [Member] |
Level 1 [Member]
 
 
Fair value of defined benefit plans assets by asset class
 
 
Fair value of defined benefit plans assets by asset class, Total
 
Other [Member] |
Level 2 [Member]
 
 
Fair value of defined benefit plans assets by asset class
 
 
Fair value of defined benefit plans assets by asset class, Total
14 
 
Other [Member] |
Level 3 [Member]
 
 
Fair value of defined benefit plans assets by asset class
 
 
Fair value of defined benefit plans assets by asset class, Total
$ 0 
 
Employee Benefits (Details Textual) (USD $)
In Millions, except Share data, unless otherwise specified
3 Months Ended 6 Months Ended 12 Months Ended 12 Months Ended 12 Months Ended
Jun. 30, 2015
Jun. 30, 2015
Dec. 31, 2014
trust
Dec. 31, 2013
Dec. 31, 2012
Dec. 31, 2014
Retirement Plans [Member]
Dec. 31, 2013
Retirement Plans [Member]
Dec. 31, 2012
Retirement Plans [Member]
Dec. 31, 2014
United States Retirement Plans [Member]
Dec. 31, 2013
United States Retirement Plans [Member]
Dec. 31, 2014
United Kingdom Retirement Plan [Member]
Dec. 31, 2013
United Kingdom Retirement Plan [Member]
Dec. 31, 2012
United Kingdom Retirement Plan [Member]
Dec. 31, 2011
United Kingdom Retirement Plan [Member]
Dec. 31, 2014
Postretirement Plans [Member]
Dec. 31, 2013
Postretirement Plans [Member]
Dec. 31, 2012
Postretirement Plans [Member]
Dec. 31, 2014
Equity Securities, Domestic [Member]
United States Retirement Plans [Member]
Dec. 31, 2014
Equity Securities, International [Member]
United States Retirement Plans [Member]
Dec. 31, 2014
Debt Securities and Short-Term Investments [Member]
United States Retirement Plans [Member]
Dec. 31, 2014
Equity Securities [Member]
United Kingdom Retirement Plan [Member]
Dec. 31, 2014
Diversified Growth Funds [Member]
Dec. 31, 2014
Diversified Growth Funds [Member]
United Kingdom Retirement Plan [Member]
Dec. 31, 2014
Fixed Income Funds [Member]
United Kingdom Retirement Plan [Member]
Dec. 31, 2014
UNITED STATES
trust
Dec. 31, 2014
UNITED KINGDOM
trust
Compensation and Retirement Disclosure [Abstract]
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Effect of the assumption changes had a pre-tax impact on the retirement expense
$ 8 
$ 16 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Employer contributions
 
11 
 
 
 
22 
27 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Expected contributions towards retirement plans
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Total cost for retirement plans
 
 
81 
96 
129 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Defined contribution plan cost
 
 
74 
75 
86 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Assumed weighted-average healthcare cost trend rate
 
 
7.00% 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Ultimate healthcare cost trend rate
 
 
5.00% 
 
 
 
 
 
 
 
 
 
 
 
7.00% 
7.00% 
7.50% 
 
 
 
 
 
 
 
 
 
Shares purchased by US plan under defined contribution plan
 
 
301,924 
261,672 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Shares sold by US plan under defined contribution plan
 
 
629,086 
1,182,318 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Shares held by the US plan under defined contribution plan
 
 
1,900,000 
2,200,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Shares held by the US plan under defined contribution plan, market value
 
 
165 
172 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Dividend received by the plan
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Actuarial loss that will be amortized in next year from accumulated Other comprehensive Income
 
 
 
 
 
21 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Net periodic benefit cost
 
 
 
 
 
(23)
(5)
24 
 
 
(8)
(10)
(6)
 
 
 
 
 
 
 
 
 
Curtailment
 
 
 
 
 
 
 
 
 
 
 
12 
 
 
 
 
 
 
 
 
 
Change in discount rate on retirement plans
 
 
 
 
 
5.00% 
4.10% 
5.10% 
5.00% 
 
4.50% 
4.80% 
5.10% 
 
4.125% 
3.45% 
4.45% 
 
 
 
 
 
 
 
 
 
Return on assets
 
 
 
 
 
7.125% 
7.25% 
7.75% 
 
 
6.75% 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Expected required employer contribution
 
 
 
 
 
15 
 
 
 
 
 
 
 
 
10 
 
 
 
 
 
 
 
 
 
 
 
Number of pension trust accounts
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Plan assets by asset category, Total
 
 
$ 2,236 
$ 2,088 
 
$ 2,236 
$ 2,088 
$ 1,851 
$ 1,800 
$ 1,700 
$ 443 
$ 399 
 
 
$ 0 
$ 0 
$ 0 
 
 
 
 
$ 14 
 
 
 
 
Target plan asset allocations
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
26.00% 
6.00% 
68.00% 
30.00% 
 
40.00% 
30.00% 
 
 
Stock-Based Compensation (Details) (USD $)
In Millions, unless otherwise specified
3 Months Ended 6 Months Ended 12 Months Ended
Jun. 30, 2015
Jun. 30, 2014
Jun. 30, 2015
Jun. 30, 2014
Dec. 31, 2014
Dec. 31, 2013
Dec. 31, 2012
Number of common shares reserved for issuance
 
 
 
 
 
 
 
Total stock-based compensation expense
$ 19 
$ 30 
$ 37 
$ 47 
$ 100 
$ 96 
$ 90 
Shares available for granting under the 2002 plan (in shares)
 
 
 
 
31.4 
30.3 
 
Options outstanding (in shares)
 
 
 
 
8.1 
12.2 
 
Total shares reserved for issuance (in shares)
 
 
 
 
39.5 
42.5 
 
Employee Stock [Member]
 
 
 
 
 
 
 
Number of common shares reserved for issuance
 
 
 
 
 
 
 
Unrecognized compensation expense
 
 
 
 
 
Total stock-based compensation expense
 
 
 
Restricted Stock [Member]
 
 
 
 
 
 
 
Number of common shares reserved for issuance
 
 
 
 
 
 
 
Total stock-based compensation expense
$ 16 
$ 24 
$ 28 
$ 38 
 
 
 
Director Deferred Stock Ownership Plan [Member]
 
 
 
 
 
 
 
Number of common shares reserved for issuance
 
 
 
 
 
 
 
Total shares reserved for issuance (in shares)
 
 
 
 
0.1 
 
 
Stock-Based Compensation (Details 1) (USD $)
In Millions, except Per Share data, unless otherwise specified
3 Months Ended 6 Months Ended 12 Months Ended
Jun. 30, 2015
Jun. 30, 2014
Jun. 30, 2015
Jun. 30, 2014
Dec. 31, 2014
Dec. 31, 2013
Dec. 31, 2012
Assumptions used in valuing the options granted
 
 
 
 
 
 
 
Weighted-average grant-date fair value per option (in usd per share)
 
 
 
 
$ 23.41 
$ 14.46 
 
Stock-Based Compensation
 
 
 
 
 
 
 
Stock option expense
 
 
 
 
$ 21 
$ 13 
$ 10 
Restricted stock and unit awards expense
 
 
 
 
79 
83 
80 
Total stock-based compensation expense
19 
30 
37 
47 
100 
96 
90 
Tax benefit
 
 
 
 
38 
37 
35 
Minimum Range [Member]
 
 
 
 
 
 
 
Assumptions used in valuing the options granted
 
 
 
 
 
 
 
Risk-free average interest rate
 
 
 
 
0.10% 
0.10% 
 
Dividend yield
 
 
 
 
1.80% 
2.09% 
 
Volatility
 
 
 
 
18.00% 
29.00% 
 
Expected life
 
 
 
 
6 years 3 months 
6 years 1 month 6 days 
 
Maximum Range [Member]
 
 
 
 
 
 
 
Assumptions used in valuing the options granted
 
 
 
 
 
 
 
Risk-free average interest rate
 
 
 
 
2.90% 
2.90% 
 
Dividend yield
 
 
 
 
1.40% 
2.07% 
 
Volatility
 
 
 
 
41.00% 
45.00% 
 
Expected life
 
 
 
 
6 years 2 months 16 days 
6 years 2 months 12 days 
 
Group of Individuals Transferred to MHE [Member]
 
 
 
 
 
 
 
Stock-Based Compensation
 
 
 
 
 
 
 
Total stock-based compensation expense
 
 
 
 
 
 
Restricted Stock [Member]
 
 
 
 
 
 
 
Stock-Based Compensation
 
 
 
 
 
 
 
Total stock-based compensation expense
$ 16 
$ 24 
$ 28 
$ 38 
 
 
 
Stock-Based Compensation (Details 2) (USD $)
In Millions, except Per Share data, unless otherwise specified
12 Months Ended 6 Months Ended
Dec. 31, 2014
Dec. 31, 2014
Non Vested Options [Member]
Jun. 30, 2015
Restricted Stock [Member]
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward]
 
 
 
Options, Beginning balance (in shares)
 
1.3 
 
Options, Beginning balance (in shares)
12.2 
 
 
Shares, granted (in shares)
0.8 
0.8 
 
Shares, exercised (in shares)
(4.8)
 
 
Shares, vested (in shares)
 
(0.4)
 
Shares, forfeited (in shares)
 
(0.1)
 
Shares, cancelled, forfeited and expired (in shares)
(0.1)
 
 
Options, Ending balance (in shares)
8.1 
 
 
Options, Ending balance (in shares)
 
1.6 
 
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price [Roll Forward]
 
 
 
Weighted-average grant-date fair value, Beginning balance
 
$ 14.46 
 
Weighted-average exercise price, Beginning balance
$ 41.78 
 
 
Weighted-average exercise price, granted
$ 77.85 
$ 23.41 
 
Weighted-average exercise price, exercised
$ 72.04 
 
 
Weighted-average grant-date fair value, vested
 
$ 14.47 
 
Weighted-average exercise price, forfeited
 
$ 15.68 
 
Weighted-average exercise price, cancelled, forfeited and expired
$ 50.96 
 
 
Weighted-average exercise price, Ending balance
$ 45.18 
 
 
Weighted-average grant-date fair value, Beginning balance
 
$ 19.00 
 
Share-based Compensation Arrangement by Share-based Payment Award, Options, Additional Disclosures [Abstract]
 
 
 
Shares, options exercisable (in shares)
6.5 
 
 
Weighted-average exercise price, options exercisable
$ 40.28 
 
 
Weighted-average remaining years of contractual term, Options outstanding at December 31, 2014
4 years 9 months 18 days 
 
 
Weighted-average remaining years of contractual term, Options exercisable at December 31, 2014
3 years 9 months 18 days 
 
 
Aggregate intrinsic value, options outstanding at December 31, 2014
$ 356 
 
 
Aggregate intrinsic value, options exercisable at December 31, 2014
317 
 
 
Total unrecognized compensation expense related to nonvested options
 
$ 12 
 
Weighted-average years to be recognized over
 
2 years 1 month 6 days 
1 year 330 days 
Stock-Based Compensation (Details 3) (USD $)
In Millions, unless otherwise specified
6 Months Ended 12 Months Ended
Jun. 30, 2015
Jun. 30, 2014
Dec. 31, 2014
Dec. 31, 2013
Dec. 31, 2012
Disclosure of Compensation Related Costs, Share-based Payments [Abstract]
 
 
 
 
 
Net cash proceeds from the exercise of stock options
$ 73 
$ 133 
$ 193 
$ 258 
$ 299 
Total intrinsic value of option exercises
 
 
168 
158 
120 
Income tax benefit realized from stock option exercises
 
 
$ 73 
$ 61 
$ 47 
Stock Based Compensation (Details 4) (USD $)
In Millions, except Per Share data, unless otherwise specified
12 Months Ended
Dec. 31, 2014
Dec. 31, 2013
Dec. 31, 2012
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Additional Disclosures [Abstract]
 
 
 
Tax benefit relating to restricted stock activity
$ 38 
$ 37 
$ 35 
Restricted Stock Activity [Member]
 
 
 
Restricted stock and unit activity
 
 
 
Nonvested shares, Beginning Balance
3.1 
 
 
Shares, Granted
0.7 
 
 
Shares, Vested
(1.9)
 
 
Shares, Forfeited
(0.2)
 
 
Nonvested shares, Ending Balance
1.7 
3.1 
 
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value [Roll Forward]
 
 
 
Weighted-average grant-date fair value, Beginning balance
$ 47.89 
 
 
Weighted-average grant-date fair value, Granted
$ 77.74 
$ 44.22 
$ 44.38 
Weighted-average grant-date fair value, Vested
$ 44.54 
 
 
Weighted-average grant-date fair value, Forfeited
$ 57.26 
 
 
Weighted-average grant-date fair value, Ending balance
$ 61.56 
$ 47.89 
 
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Additional Disclosures [Abstract]
 
 
 
Total unrecognized compensation expense related to nonvested options
68 
 
 
Weighted-average years to be recognized over
1 year 7 months 6 days 
 
 
Total fair value of restricted stock and unit awards vested
88 
119 
90 
Tax benefit relating to restricted stock activity
$ 30 
$ 33 
$ 32 
Stock-Based Compensation (Details Textual) (USD $)
In Millions, except Per Share data, unless otherwise specified
3 Months Ended 6 Months Ended 12 Months Ended
Jun. 30, 2015
Jun. 30, 2014
Jun. 30, 2015
Jun. 30, 2014
Dec. 31, 2014
Dec. 31, 2013
Dec. 31, 2012
Dec. 31, 2011
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
 
 
 
 
 
 
 
 
Director deferred stock ownership plan amount to be credited to deferred stock accounts
 
 
 
 
50.00% 
 
 
 
Share delivery term if elected
 
 
 
 
5 years 
 
 
 
Total stock-based compensation expense
$ 19 
$ 30 
$ 37 
$ 47 
$ 100 
$ 96 
$ 90 
 
Award vesting period
 
 
 
 
3 years 
 
 
 
Percentage of compensation costs recognized
 
 
 
 
 
 
 
50.00% 
Total fair value of stock options, vested
 
 
 
 
12 
21 
 
Excess tax benefits from stock options exercised reported in cash flows
 
 
38 
82 
128 
43 
42 
 
Employee Stock [Member]
 
 
 
 
 
 
 
 
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
 
 
 
 
 
 
 
 
Unrecognized compensation expense
 
 
 
 
 
 
Weighted-average years to be recognized over
 
 
1 year 7 months 
 
 
 
 
 
Total stock-based compensation expense
 
 
 
 
Employee Stock Option [Member]
 
 
 
 
 
 
 
 
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
 
 
 
 
 
 
 
 
Award vesting period
 
 
 
 
3 years 
 
2 years 
 
Award expiration period
 
 
 
 
10 years 
 
 
10 years 
Employee Stock Option [Member] |
Graded Vesting Method [Member]
 
 
 
 
 
 
 
 
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
 
 
 
 
 
 
 
 
Award vesting period
 
 
 
 
3 years 
 
 
2 years 
Employee Stock Option [Member] |
Ratable Vest One [Member]
 
 
 
 
 
 
 
 
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
 
 
 
 
 
 
 
 
Percentage of compensation costs recognized
 
 
 
 
33.33% 
 
 
 
Award cost recognition period
 
 
 
 
12 months 
 
 
12 months 
Employee Stock Option [Member] |
Ratable Vest Two [Member]
 
 
 
 
 
 
 
 
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
 
 
 
 
 
 
 
 
Percentage of compensation costs recognized
 
 
 
 
33.33% 
 
 
 
Award cost recognition period
 
 
 
 
24 months 
 
 
24 months 
Employee Stock Option [Member] |
Ratable Vest Three [Member]
 
 
 
 
 
 
 
 
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
 
 
 
 
 
 
 
 
Award cost recognition period
 
 
 
 
36 months 
 
 
 
Restricted Stock [Member]
 
 
 
 
 
 
 
 
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
 
 
 
 
 
 
 
 
Unrecognized compensation expense
92 
 
92 
 
 
 
 
 
Shares, Granted
 
 
0.5 
 
 
 
 
 
Weighted-average grant-date fair value, Granted
 
 
$ 104.62 
 
 
 
 
 
Weighted-average years to be recognized over
 
 
1 year 330 days 
 
 
 
 
 
Total stock-based compensation expense
16 
24 
28 
38 
 
 
 
 
McGraw Hill Education [Member]
 
 
 
 
 
 
 
 
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
 
 
 
 
 
 
 
 
Stock based compensation from discontinued operations
 
 
 
 
10 
19 
 
Group of Individuals Transferred to MHE [Member]
 
 
 
 
 
 
 
 
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
 
 
 
 
 
 
 
 
Total stock-based compensation expense
 
 
 
 
 
 
$ 5 
 
Equity (Details) (USD $)
0 Months Ended 1 Months Ended 3 Months Ended 4 Months Ended 6 Months Ended 12 Months Ended 3 Months Ended 6 Months Ended 12 Months Ended 1 Months Ended 12 Months Ended 1 Months Ended 12 Months Ended 1 Months Ended 0 Months Ended 1 Months Ended 6 Months Ended 0 Months Ended
Jul. 25, 2013
Apr. 2, 2013
Dec. 31, 2013
Jun. 30, 2015
Jun. 30, 2014
Mar. 31, 2013
Jul. 25, 2013
Jun. 30, 2015
Jun. 30, 2014
Dec. 31, 2014
Dec. 31, 2013
Dec. 31, 2012
Mar. 25, 2013
Jun. 30, 2015
Total MHFI Equity
Jun. 30, 2014
Total MHFI Equity
Jun. 30, 2015
Total MHFI Equity
Jun. 30, 2014
Total MHFI Equity
Dec. 31, 2014
Total MHFI Equity
Dec. 31, 2013
Total MHFI Equity
Dec. 31, 2012
Total MHFI Equity
Dec. 31, 2014
2013 Repurchase Program [Member]
Dec. 31, 2013
2013 Repurchase Program [Member]
Dec. 31, 2012
2013 Repurchase Program [Member]
Dec. 4, 2013
2013 Repurchase Program [Member]
Dec. 31, 2013
2011 Repurchase Program [Member]
Dec. 31, 2014
2011 Repurchase Program [Member]
Dec. 31, 2013
2011 Repurchase Program [Member]
Dec. 31, 2012
2011 Repurchase Program [Member]
agreements
Dec. 31, 2011
2011 Repurchase Program [Member]
Dec. 31, 2013
Stock Repurchases [Member]
Dec. 31, 2014
Stock Repurchases [Member]
Dec. 31, 2013
Stock Repurchases [Member]
Dec. 31, 2012
Stock Repurchases [Member]
Feb. 28, 2012
Uncollared ASR Agreement [Member]
Dec. 31, 2011
Uncollared ASR Agreement [Member]
Apr. 30, 2012
Capped ASR Agreement [Member]
Dec. 31, 2011
Capped ASR Agreement [Member]
Jun. 25, 2014
Harold W. McGraw III [Member]
Dec. 31, 2013
2013 Repurchase Program [Member]
Jun. 30, 2014
2013 Repurchase Program [Member]
Jun. 30, 2015
2013 Repurchase Program [Member]
Dec. 4, 2013
2013 Repurchase Program [Member]
Feb. 12, 2015
Subsequent Event [Member]
Dividend history
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Quarterly dividend rate (in usd per share)
 
 
 
 
 
 
 
 
 
$ 0.30 
$ 0.28 
$ 0.255 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
$ 0.33 
Annualized dividend rate (in usd per share)
 
 
 
 
 
 
 
 
 
$ 1.2 
$ 1.12 
$ 1.02 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Special dividend (in dollars per share)
 
 
 
 
 
 
 
 
 
$ 0 
$ 0 
$ 2.50 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Dividends paid
 
 
 
 
 
 
 
$ 185,000,000 
$ 164,000,000 
$ 326,000,000 
$ 308,000,000 
$ 984,000,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Share repurchases
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Total number of shares purchased (in shares)
 
 
 
1,600,000 
2,200,000 
 
 
2,600,000 
4,400,000 
 
 
 
 
 
 
 
 
 
 
 
4,400,000 
 
 
16,900,000 
6,800,000 
 
 
 
 
 
 
 
 
 
500,000 
100,000 
 
 
 
 
Repurchase discount
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
0.35% 
 
 
 
 
 
Average price paid per share (in dollars per share)
 
 
$ 58.36 
$ 104.82 
$ 79.65 
 
 
$ 104.62 
$ 79.06 
$ 79.06 
$ 58.52 
$ 50.35 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
$ 82.66 
 
 
 
 
 
Total cash utilized
 
 
 
 
 
 
 
273,000,000 
 
346,000,000 
989,000,000 
298,000,000 
 
164,000,000 
177,000,000 
274,000,000 
352,000,000 
352,000,000 
989,000,000 
295,000,000 
 
 
 
 
 
 
 
 
 
362,000,000 
352,000,000 
989,000,000 
295,000,000 
 
 
 
 
41,000,000 
10,000,000 
362,000,000 
 
 
 
Stockholders' Equity Attributable to Noncontrolling Interest [Roll Forward]
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Balance as of December 31, 2013
 
 
810,000,000 
810,000,000 
 
 
 
810,000,000 
 
810,000,000 
810,000,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Net income attributable to noncontrolling interest
 
 
 
 
 
 
 
50,000,000 
 
92,000,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Distributions to noncontrolling interest
 
 
 
 
 
 
 
(34,000,000)
 
(91,000,000)
(22,000,000)
(223,000,000)
 
 
 
 
 
 
(223,000,000)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Redemption value adjustment
 
 
 
 
 
 
 
16,000,000 
 
(1,000,000)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Balance as of December 31, 2014
 
 
810,000,000 
810,000,000 
 
 
 
810,000,000 
 
810,000,000 
810,000,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Stockholders' Equity Note [Abstract]
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Preferred stock authorized (shares)
 
 
 
 
 
 
 
 
 
2,000,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Preferred stock issued (in shares)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Par value of Preferred stock (in usd per share)
 
 
 
 
 
 
 
 
 
$ 1 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Quarterly dividend rate (in usd per share)
 
 
 
 
 
 
 
 
 
$ 0.30 
$ 0.28 
$ 0.255 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
$ 0.33 
Stock repurchase program number of shares authorized to be repurchased (shares)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
50,000,000 
 
 
 
 
50,000,000 
 
 
 
 
 
 
 
 
 
 
 
 
50,000,000 
 
Maximum number of shares authorized for repurchase under stock repurchase plan as percentage of outstanding common stock
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
18.00% 
 
 
 
 
17.00% 
 
 
 
 
 
 
 
 
 
 
 
 
18.00% 
 
Remaining shares available under repurchase program
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
45,600,000.0 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
42,900,000 
 
 
Number of agreements entered
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Authorized amount
 
 
 
 
 
 
 
 
 
 
 
 
500,000,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
500,000,000 
 
 
 
 
 
250,000,000 
 
250,000,000 
 
 
 
 
 
 
Shares repurchased (in shares)
700,000 
1,400,000 
 
 
 
7,200,000 
9,300,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
100,000 
 
 
 
 
 
 
 
 
800,000 
5,000,000 
100,000 
5,000,000 
 
 
 
 
 
 
Volume weighted-average share price (in dollars per share)
$ 53.7995 
 
 
 
 
 
$ 53.7995 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Shares repurchased value
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
$ 10,000,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Average price paid per share (in dollars per share)
 
 
$ 58.36 
$ 104.82 
$ 79.65 
 
 
$ 104.62 
$ 79.06 
$ 79.06 
$ 58.52 
$ 50.35 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
$ 82.66 
 
 
 
 
 
Interest in joint venture minimum percentage
 
 
 
 
 
 
 
20.00% 
 
20.00% 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Change in control period
 
 
 
 
 
 
 
15 days 
 
15 days 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Equity (Accumulated Other Comprehensive Loss) (Details) (USD $)
In Millions, unless otherwise specified
3 Months Ended 6 Months Ended 12 Months Ended
Jun. 30, 2015
Jun. 30, 2014
Jun. 30, 2015
Jun. 30, 2014
Dec. 31, 2014
Dec. 31, 2013
Dec. 31, 2012
Accumulated Other Comprehensive Income Loss Net Of Tax [Roll Forward]
 
 
 
 
 
 
 
Balance as of December 31, 2013
 
 
$ (514)
$ (196)
$ (196)
 
 
Other comprehensive income before reclassifications
 
 
(3)
 
(324)
 
 
Reclassifications from accumulated other comprehensive loss to net earnings
 
 
(6)
 
 
 
Net other comprehensive income
 
 
 
(318)
 
 
Balance as of December 31, 2014
(511)
 
(511)
 
(514)
(196)
 
Tax provision of net actuarial loss and prior service cost related to pension and other postretirement benefit plans included in other comprehensive income
 
 
 
 
 
 
Other Comprehensive (Income) Loss, Pension and Other Postretirement Benefit Plans, Tax
(16)
22 
(18)
21 
142 
(154)
63 
Foreign Currency Translation Adjustment
 
 
 
 
 
 
 
Accumulated Other Comprehensive Income Loss Net Of Tax [Roll Forward]
 
 
 
 
 
 
 
Balance as of December 31, 2013
 
 
(83)
23 
23 
 
 
Other comprehensive income before reclassifications
 
 
(34)
 
(106)
 
 
Reclassifications from accumulated other comprehensive loss to net earnings
 
 
 
   
 
 
Net other comprehensive income
 
 
(34)
 
(106)
 
 
Balance as of December 31, 2014
(117)
 
(117)
 
(83)
 
 
Pension and Postretirement Benefit Plans
 
 
 
 
 
 
 
Accumulated Other Comprehensive Income Loss Net Of Tax [Roll Forward]
 
 
 
 
 
 
 
Balance as of December 31, 2013
 
 
(431)
(216)
(216)
 
 
Other comprehensive income before reclassifications
 
 
31 
 
(221)
 
 
Reclassifications from accumulated other comprehensive loss to net earnings
 
 
(6)
 
 
 
Net other comprehensive income
 
 
37 
 
(215)
 
 
Balance as of December 31, 2014
(394)
 
(394)
 
(431)
 
 
Other Comprehensive (Income) Loss, Pension and Other Postretirement Benefit Plans, Tax
 
 
 
 
 
 
Unrealized Gain (Loss) on Forward Exchange Contracts
 
 
 
 
 
 
 
Accumulated Other Comprehensive Income Loss Net Of Tax [Roll Forward]
 
 
 
 
 
 
 
Balance as of December 31, 2013
 
 
(3)
(3)
 
 
Other comprehensive income before reclassifications
 
 
 
 
 
Reclassifications from accumulated other comprehensive loss to net earnings
 
 
 
   
 
 
Net other comprehensive income
 
 
 
 
 
Balance as of December 31, 2014
$ 0 
 
$ 0 
 
$ 0 
 
 
Earnings (Loss) per Share (Details) (USD $)
In Millions, except Share data, unless otherwise specified
3 Months Ended 6 Months Ended 12 Months Ended
Jun. 30, 2015
Dec. 31, 2014
Sep. 30, 2014
Jun. 30, 2014
Mar. 31, 2014
Dec. 31, 2013
Sep. 30, 2013
Jun. 30, 2013
Mar. 31, 2013
Jun. 30, 2015
Jun. 30, 2014
Dec. 31, 2014
Dec. 31, 2013
Dec. 31, 2012
Amount attributable to McGraw Hill Financial, Inc. common shareholders:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
(Loss) income from continuing operations
$ 353 
$ (1,009)
$ 188 
$ 286 
$ 241 
$ 165 
$ 228 
$ 243 
$ 147 
$ 656 
$ 528 
$ (293)
$ 783 
$ 651 
Income (loss) from discontinued operations
163 
(13)
11 
588 
12 
178 
593 
(214)
Net (loss) income attributable to the Company
$ 353 
$ (846)
$ 190 
$ 292 
$ 248 
$ 171 
$ 215 
$ 254 
$ 735 
$ 656 
$ 540 
$ (115)
$ 1,376 
$ 437 
Basic weighted-average number of common shares outstanding (in shares)
273,100,000 
 
 
271,500,000 
 
 
 
 
 
273,300,000 
271,700,000 
271,500,000 
274,500,000 
278,600,000 
Effect of stock options and other dilutive securities (in shares)
2,600,000 
 
 
4,600,000 
 
 
 
 
 
2,700,000 
5,000,000 
5,300,000 
6,000,000 
Diluted weighted-average number of common shares outstanding (in shares)
275,700,000 
 
 
276,100,000 
 
 
 
 
 
276,000,000 
276,700,000 
271,500,000 
279,800,000 
284,600,000 
(Loss) income from continuing operations:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Basic (in dollars per share)
$ 1.29 
$ (3.71)
$ 0.69 
$ 1.05 
$ 0.89 
$ 0.61 
$ 0.83 
$ 0.88 
$ 0.52 
$ 2.40 
$ 1.94 
$ (1.08)
$ 2.85 
$ 2.33 
Diluted (in dollars per share)
$ 1.28 
$ (3.71)
$ 0.68 
$ 1.04 
$ 0.87 
$ 0.60 
$ 0.82 
$ 0.87 
$ 0.52 
$ 2.38 
$ 1.91 
$ (1.08)
$ 2.80 
$ 2.29 
Income (loss) from discontinued operations:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Basic (in dollars per share)
$ 0.00 
$ 0.60 
$ 0.01 
$ 0.02 
$ 0.02 
$ 0.02 
$ (0.05)
$ 0.04 
$ 2.10 
$ 0.00 
$ 0.05 
$ 0.66 
$ 2.16 
$ (0.77)
Diluted (in dollars per share)
$ 0.00 
$ 0.60 
$ 0.01 
$ 0.02 
$ 0.02 
$ 0.02 
$ (0.05)
$ 0.04 
$ 2.07 
$ 0.00 
$ 0.05 
$ 0.66 
$ 2.12 
$ (0.75)
Net (loss) income:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Basic (in dollars per share)
$ 1.29 
$ (3.11)
$ 0.70 
$ 1.08 
$ 0.91 
$ 0.63 
$ 0.79 
$ 0.93 
$ 2.62 
$ 2.40 
$ 1.99 
$ (0.42)
$ 5.01 
$ 1.57 
Diluted (in dollars per share)
$ 1.28 
$ (3.11)
$ 0.69 
$ 1.06 
$ 0.89 
$ 0.62 
$ 0.77 
$ 0.91 
$ 2.59 
$ 2.38 
$ 1.95 
$ (0.42)
$ 4.91 
$ 1.53 
Restricted Stock [Member]
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Outstanding shares not included in the computation of diluted earnings per share for both restricted stock and stock options (in shares)
 
 
 
 
 
 
 
 
 
1,700,000 
1,400,000 
3,200,000 
900,000 
1,400,000 
Stock Options [Member]
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Outstanding shares not included in the computation of diluted earnings per share for both restricted stock and stock options (in shares)
 
 
 
 
 
 
 
 
 
2,900,000 
1,200,000 
3,400,000 
Restructuring (Details) (USD $)
In Millions, unless otherwise specified
6 Months Ended 12 Months Ended 6 Months Ended 12 Months Ended 6 Months Ended 12 Months Ended 6 Months Ended 12 Months Ended 6 Months Ended
Jun. 30, 2015
Restructuring Plan, 2015 [Member]
position
Jun. 30, 2015
Restructuring Plan, 2014 [Member]
Dec. 31, 2014
Restructuring Plan, 2014 [Member]
Positions
Dec. 31, 2014
Restructuring Plan, 2014 [Member]
position
Dec. 31, 2014
Restructuring Plan, 2013 [Member]
Dec. 31, 2013
Restructuring Plan, 2013 [Member]
Positions
Dec. 31, 2014
Restructuring Plan, 2012 [Member]
Jun. 30, 2015
S&P Ratings
Restructuring Plan, 2015 [Member]
Jun. 30, 2015
S&P Ratings
Restructuring Plan, 2014 [Member]
Dec. 31, 2014
S&P Ratings [Member]
Restructuring Plan, 2014 [Member]
Dec. 31, 2013
S&P Ratings [Member]
Restructuring Plan, 2013 [Member]
Jun. 30, 2015
S&P Capital IQ [Member]
Restructuring Plan, 2015 [Member]
Jun. 30, 2015
S&P Capital IQ [Member]
Restructuring Plan, 2014 [Member]
Dec. 31, 2014
S&P Capital IQ [Member]
Restructuring Plan, 2014 [Member]
Dec. 31, 2013
S&P Capital IQ [Member]
Restructuring Plan, 2013 [Member]
Dec. 31, 2014
C&C [Member]
Restructuring Plan, 2014 [Member]
Dec. 31, 2013
C&C [Member]
Restructuring Plan, 2013 [Member]
Jun. 30, 2015
C&C [Member]
Restructuring Plan, 2015 [Member]
Jun. 30, 2015
C&C [Member]
Restructuring Plan, 2014 [Member]
Jun. 30, 2015
C&C [Member]
Restructuring Plan, 2014 [Member]
McGraw Hill Construction [Member]
Jun. 30, 2015
Corporate [Member]
Restructuring Plan, 2015 [Member]
Jun. 30, 2015
Corporate [Member]
Restructuring Plan, 2014 [Member]
Dec. 31, 2014
Corporate [Member]
Restructuring Plan, 2014 [Member]
Dec. 31, 2013
Corporate [Member]
Restructuring Plan, 2013 [Member]
Dec. 31, 2014
McGraw Hill Construction [Member]
Restructuring Plan, 2014 [Member]
Dec. 31, 2013
McGraw Hill Construction [Member]
Restructuring Plan, 2013 [Member]
Jun. 30, 2015
Total operating segments [Member]
Restructuring Plan, 2015 [Member]
Jun. 30, 2015
Total operating segments [Member]
Restructuring Plan, 2014 [Member]
Dec. 31, 2014
Total operating segments [Member]
Restructuring Plan, 2014 [Member]
Restructuring Cost and Reserve [Line Items]
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Workforce reduction, positions
260 
 
590 
590 
 
520 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Restructuring charges paid
$ 2 
$ 37 
 
$ 9 
$ 32 
$ 10 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Reserve accrual adjustment
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Initial Charge Recorded
30 
 
 
86 
49 
49 
 
11 
45 
45 
13 
13 
10 
16 
10 
16 
16 
16 
16 
30 
86 
 
Ending Reserve Balance
 
 
$ 78 
$ 78 
 
$ 7 
 
$ 11 
$ 21 
$ 42 
$ 2 
$ 12 
$ 3 
$ 7 
$ 1 
$ 14 
$ 2 
$ 2 
$ 6 
$ 1 
$ 3 
$ 11 
$ 15 
$ 2 
$ 1 
$ 1 
$ 28 
$ 41 
$ 78 
Segment and Geographic Information (Narrative) (Details)
6 Months Ended 12 Months Ended
Jun. 30, 2015
Segment
Dec. 31, 2014
country
Segment
Segment Reporting [Abstract]
 
 
Number of reportable segments
Number of countries in which operations is carried on
 
80 
Maximum percentage of consolidated revenue represented by foreign countries
 
8.00% 
Maximum percentage of consolidated revenue represented by single customer
 
10.00% 
Segment and Geographic Information (Details) (USD $)
In Millions, unless otherwise specified
3 Months Ended 6 Months Ended 12 Months Ended
Jun. 30, 2015
Dec. 31, 2014
Sep. 30, 2014
Jun. 30, 2014
Mar. 31, 2014
Dec. 31, 2013
Sep. 30, 2013
Jun. 30, 2013
Mar. 31, 2013
Jun. 30, 2015
Jun. 30, 2014
Dec. 31, 2014
Dec. 31, 2013
Dec. 31, 2012
Segment information
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Revenue
$ 1,342 
$ 1,290 
$ 1,263 
$ 1,302 
$ 1,196 
$ 1,206 
$ 1,152 
$ 1,205 
$ 1,140 
$ 2,615 
$ 2,498 
$ 5,051 
$ 4,702 
$ 4,270 
Operating Profit
582 
(1,148)
366 
476 
420 
271 
395 
423 
269 
1,083 
896 
113 
1,358 
1,170 
Depreciation & Amortization
 
 
 
 
 
 
 
 
 
 
 
134 
137 
141 
Capital Expenditures
 
 
 
 
 
 
 
 
 
 
 
92 
117 
96 
Assets held for sale
 
 
 
 
97 
 
 
 
 
 
97 
 
Total Assets
6,013 
6,771 
 
 
 
6,061 
 
 
 
6,013 
 
6,771 
6,061 
 
Intersegment Eliminations [Member]
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Segment information
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Revenue
 
 
 
 
 
 
 
 
 
 
 
(86)
(76)
(69)
Operating Profit
 
 
 
 
 
 
 
 
 
 
 
Total operating segments [Member]
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Segment information
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Revenue
 
 
 
 
 
 
 
 
 
 
 
5,051 
4,702 
4,270 
Operating Profit
 
 
 
 
 
 
 
 
 
 
 
282 
1,617 
1,413 
Depreciation & Amortization
 
 
 
 
 
 
 
 
 
 
 
124 
126 
124 
Capital Expenditures
 
 
 
 
 
 
 
 
 
 
 
84 
100 
83 
Total Assets
 
3,719 
 
 
 
3,751 
 
 
 
 
 
3,719 
3,751 
 
Unallocated expense [Member]
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Segment information
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Revenue
 
 
 
 
 
 
 
 
 
 
 
Operating Profit
 
 
 
 
 
 
 
 
 
 
 
(169)
(259)
(243)
Restructuring costs
 
 
 
 
 
 
 
 
 
 
 
16 
 
 
Unallocated expense [Member] |
Cost Structure Reduction [Member]
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Segment information
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Restructuring costs
 
 
 
 
 
 
 
 
 
 
 
 
64 
156 
Unallocated expense [Member] |
Non-Cash Impairment Charge [Member]
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Segment information
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Restructuring costs
 
 
 
 
 
 
 
 
 
 
 
 
36 
 
Unallocated expense [Member] |
Lease Commitments / Terminations [Member]
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Segment information
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Restructuring costs
 
 
 
 
 
 
 
 
 
 
 
 
13 
52 
Corporate [Member]
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Segment information
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Depreciation & Amortization
 
 
 
 
 
 
 
 
 
 
 
10 
11 
17 
Capital Expenditures
 
 
 
 
 
 
 
 
 
 
 
17 
13 
Total Assets
 
3,052 
 
 
 
2,213 
 
 
 
 
 
3,052 
2,213 
 
Intersegment Eliminations [Member]
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Segment information
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Revenue
(22)
 
 
(21)
 
 
 
 
 
(43)
(43)
 
 
 
Operating Profit
 
 
 
 
 
 
 
 
 
 
Insurance recoveries
45 
 
 
 
 
 
 
 
 
80 
 
 
 
 
Legal settlement charge
 
 
 
 
 
 
 
 
34 
 
 
 
 
S&P Ratings
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Segment information
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Revenue
658 
 
 
664 
 
 
 
 
 
1,264 
1,233 
2,455 
2,274 
2,034 
Operating Profit
361 
 
 
308 
 
 
 
 
 
652 
548 
(583)
882 
809 
Depreciation & Amortization
 
 
 
 
 
 
 
 
 
 
 
43 
45 
43 
Capital Expenditures
 
 
 
 
 
 
 
 
 
 
 
33 
40 
43 
Total Assets
 
624 
 
 
 
630 
 
 
 
 
 
624 
630 
 
S&P Capital IQ [Member]
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Segment information
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Revenue
324 
 
 
307 
 
 
 
 
 
644 
608 
1,237 
1,170 
1,124 
Operating Profit
63 
 
 
54 
 
 
 
 
 
125 
107 
228 
189 
183 
Depreciation & Amortization
 
 
 
 
 
 
 
 
 
 
 
50 
49 
50 
Capital Expenditures
 
 
 
 
 
 
 
 
 
 
 
38 
39 
22 
Total Assets
 
1,011 
 
 
 
1,054 
 
 
 
 
 
1,011 
1,054 
 
S&P Indices [Member]
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Segment information
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Revenue
148 
 
 
133 
 
 
 
 
 
291 
269 
552 
493 
388 
Operating Profit
96 
 
 
82 
 
 
 
 
 
191 
174 
347 
266 
202 
Depreciation & Amortization
 
 
 
 
 
 
 
 
 
 
 
10 
Capital Expenditures
 
 
 
 
 
 
 
 
 
 
 
Total Assets
 
1,166 
 
 
 
1,160 
 
 
 
 
 
1,166 
1,160 
 
C&C [Member]
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Segment information
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Revenue
234 
 
 
219 
 
 
 
 
 
459 
431 
893 
841 
793 
Operating Profit
87 
 
 
77 
 
 
 
 
 
173 
146 
290 
280 
219 
Depreciation & Amortization
 
 
 
 
 
 
 
 
 
 
 
24 
22 
23 
Capital Expenditures
 
 
 
 
 
 
 
 
 
 
 
11 
17 
16 
Total Assets
 
918 
 
 
 
907 
 
 
 
 
 
918 
907 
 
Operating Segments [Member]
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Segment information
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Revenue
1,342 
 
 
1,302 
 
 
 
 
 
2,615 
2,498 
 
 
 
Operating Profit
607 
 
 
521 
 
 
 
 
 
1,141 
975 
 
 
 
Segment Reconciling Items [Member]
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Segment information
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Revenue
 
 
 
 
 
 
 
 
 
 
Operating Profit
$ (25)
 
 
$ (45)
 
 
 
 
 
$ (58)
$ (79)
 
 
 
Segment and Geographic Information (Details 1) (USD $)
In Millions, unless otherwise specified
3 Months Ended 6 Months Ended 12 Months Ended
Jun. 30, 2015
Dec. 31, 2014
Sep. 30, 2014
Jun. 30, 2014
Mar. 31, 2014
Dec. 31, 2013
Sep. 30, 2013
Jun. 30, 2013
Mar. 31, 2013
Jun. 30, 2015
Jun. 30, 2014
Dec. 31, 2014
Dec. 31, 2013
Dec. 31, 2012
Revenues from External Customers and Long-Lived Assets [Line Items]
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Revenue
$ 1,342 
$ 1,290 
$ 1,263 
$ 1,302 
$ 1,196 
$ 1,206 
$ 1,152 
$ 1,205 
$ 1,140 
$ 2,615 
$ 2,498 
$ 5,051 
$ 4,702 
$ 4,270 
Long-lived Assets
 
2,665 
 
 
 
2,751 
 
 
 
 
 
2,665 
2,751 
 
United States [Member]
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Revenues from External Customers and Long-Lived Assets [Line Items]
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Revenue
 
 
 
 
 
 
 
 
 
 
 
2,911 
2,723 
2,508 
Long-lived Assets
 
2,117 
 
 
 
2,206 
 
 
 
 
 
2,117 
2,206 
 
European region [Member]
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Revenues from External Customers and Long-Lived Assets [Line Items]
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Revenue
 
 
 
 
 
 
 
 
 
 
 
1,316 
1,226 
1,067 
Long-lived Assets
 
430 
 
 
 
432 
 
 
 
 
 
430 
432 
 
Asia [Member]
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Revenues from External Customers and Long-Lived Assets [Line Items]
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Revenue
 
 
 
 
 
 
 
 
 
 
 
528 
483 
453 
Long-lived Assets
 
54 
 
 
 
59 
 
 
 
 
 
54 
59 
 
Rest of the world [Member]
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Revenues from External Customers and Long-Lived Assets [Line Items]
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Revenue
 
 
 
 
 
 
 
 
 
 
 
296 
270 
242 
Long-lived Assets
 
$ 64 
 
 
 
$ 54 
 
 
 
 
 
$ 64 
$ 54 
 
Geographic Concentration Risk [Member] |
Revenue [Member]
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Revenues from External Customers and Long-Lived Assets [Line Items]
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Concentration risk
 
 
 
 
 
 
 
 
 
 
 
100.00% 
100.00% 
100.00% 
Geographic Concentration Risk [Member] |
Revenue [Member] |
United States [Member]
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Revenues from External Customers and Long-Lived Assets [Line Items]
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Concentration risk
 
 
 
 
 
 
 
 
 
 
 
58.00% 
58.00% 
59.00% 
Geographic Concentration Risk [Member] |
Revenue [Member] |
European region [Member]
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Revenues from External Customers and Long-Lived Assets [Line Items]
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Concentration risk
 
 
 
 
 
 
 
 
 
 
 
26.00% 
26.00% 
25.00% 
Geographic Concentration Risk [Member] |
Revenue [Member] |
Asia [Member]
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Revenues from External Customers and Long-Lived Assets [Line Items]
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Concentration risk
 
 
 
 
 
 
 
 
 
 
 
10.00% 
10.00% 
11.00% 
Geographic Concentration Risk [Member] |
Revenue [Member] |
Rest of the world [Member]
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Revenues from External Customers and Long-Lived Assets [Line Items]
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Concentration risk
 
 
 
 
 
 
 
 
 
 
 
6.00% 
6.00% 
5.00% 
Geographic Concentration Risk [Member] |
Long-lived Assets [Member]
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Revenues from External Customers and Long-Lived Assets [Line Items]
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Concentration risk
 
 
 
 
 
 
 
 
 
 
 
100.00% 
100.00% 
 
Geographic Concentration Risk [Member] |
Long-lived Assets [Member] |
United States [Member]
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Revenues from External Customers and Long-Lived Assets [Line Items]
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Concentration risk
 
 
 
 
 
 
 
 
 
 
 
80.00% 
80.00% 
 
Geographic Concentration Risk [Member] |
Long-lived Assets [Member] |
European region [Member]
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Revenues from External Customers and Long-Lived Assets [Line Items]
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Concentration risk
 
 
 
 
 
 
 
 
 
 
 
16.00% 
16.00% 
 
Geographic Concentration Risk [Member] |
Long-lived Assets [Member] |
Asia [Member]
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Revenues from External Customers and Long-Lived Assets [Line Items]
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Concentration risk
 
 
 
 
 
 
 
 
 
 
 
2.00% 
2.00% 
 
Geographic Concentration Risk [Member] |
Long-lived Assets [Member] |
Rest of the world [Member]
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Revenues from External Customers and Long-Lived Assets [Line Items]
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Concentration risk
 
 
 
 
 
 
 
 
 
 
 
2.00% 
2.00% 
 
Commitments and Contingencies (Details) (USD $)
In Millions, unless otherwise specified
12 Months Ended
Dec. 31, 2014
Dec. 31, 2013
Dec. 31, 2012
Commitments and Contingencies Disclosure [Abstract]
 
 
 
Gross rental expense
$ 199 
$ 202 
$ 158 
Less: sublease revenue
(16)
(29)
(4)
Less: Rock-McGraw rent credit
(23)
(20)
(19)
Net rental expense
$ 160 
$ 153 
$ 135 
Commitments and Contingencies (Details 1) (USD $)
In Millions, unless otherwise specified
Dec. 31, 2014
Future minimum rental commitments
 
Rent commitment, 2015
$ 152 
Rent commitment, 2016
120 
Rent commitment, 2017
109 
Rent commitment, 2018
99 
Rent commitment, 2019
92 
Rent commitment, 2020 and beyond
162 
Rent commitment, Total
734 
Sublease income, 2015
(12)
Sublease income, 2016
(12)
Sublease income, 2017
(11)
Sublease income, 2018
(12)
Sublease income, 2019
(12)
Sublease income, 2020 and beyond
(5)
Sublease income, Total
(64)
Net rent, 2015
140 
Net rent, 2016
108 
Net rent, 2017
98 
Net rent, 2018
87 
Net rent, 2019
80 
Net rent, 2020 and beyond
157 
Net rent, Total
$ 670 
Commitments and Contingencies (Details Textual)
1 Months Ended 3 Months Ended 6 Months Ended 12 Months Ended 0 Months Ended 1 Months Ended
Dec. 31, 2003
USD ($)
Jun. 30, 2015
USD ($)
Jun. 30, 2015
USD ($)
Dec. 31, 2014
USD ($)
Dec. 31, 2013
USD ($)
Feb. 3, 2015
Financial Crisis Litigation [Member]
Subsequent Event [Member]
USD ($)
Feb. 3, 2015
Financial Crisis Litigation [Member]
Arizona, Arkansas, California, Connecticut, Colorado, Delaware, Idaho, Illinois, Indiana, Iowa, Maine, Mississippi, Missouri, New Jersey, North Carolina, Pennsylvania, South Carolina, Tennessee and Washington, and the District of Columbia
Subsequent Event [Member]
USD ($)
Feb. 3, 2015
Financial Crisis Litigation [Member]
California
Subsequent Event [Member]
USD ($)
Jan. 21, 2015
U.S. Securities and Exchange Commission [Member]
Subsequent Event [Member]
USD ($)
Jan. 21, 2015
U.S. Securities and Exchange Commission [Member]
New York and the Commonwealth of Massachusetts [Member]
Subsequent Event [Member]
USD ($)
Jan. 15, 2014
Italian Administrative Court [Member]
USD ($)
Jul. 31, 2014
Parmalat Litigation [Member]
analysts
Dec. 31, 2012
Parmalat Litigation [Member]
USD ($)
Dec. 31, 2012
Parmalat Litigation [Member]
EUR (€)
Jun. 30, 2011
Parmalat Litigation [Member]
USD ($)
Jun. 30, 2011
Parmalat Litigation [Member]
EUR (€)
Oct. 31, 2005
Parmalat Litigation [Member]
USD ($)
Oct. 31, 2005
Parmalat Litigation [Member]
EUR (€)
Loss Contingencies [Line Items]
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Sale of equity investment in Rock-McGraw, Inc., percentage
45.00% 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Sale Leaseback Transaction, Rent Expense
 
$ 2,000,000 
$ 4,000,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Percentage of leased building space, company
 
 
 
17.00% 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Proceeds from the disposition of equity investment in Rock-McGraw
382,000,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Pre-tax gain from Sale of equity investment in Rock-McGraw
131,000,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
After-tax gain from Sale of equity investment in Rock-McGraw
58,000,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Pre-tax gain pursuant to sale-leaseback accounting rules
212,000,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
After-tax gain pursuant to sale-leaseback accounting rules
126,000,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Deferred gain
 
4,000,000 
4,000,000 
7,000,000 
60,000,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
Gain amortized during year
 
 
 
21,000,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Accelerated recognition of deferred gain
 
 
 
16,000,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Interest expense with operating lease
 
1,000,000 
1,000,000 
2,000,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Damages awarded
 
 
 
 
 
687,500,000 
687,500,000 
125,000,000 
 
19,000,000 
 
 
 
 
 
 
 
 
Penalties awarded
 
 
 
 
 
 
 
 
58,000,000 
 
 
 
 
 
 
 
 
 
Disgorgement and prejudgement interest paid
 
 
 
 
 
 
 
 
7,000,000 
 
 
 
 
 
 
 
 
 
Damages sought
 
 
 
 
 
 
 
 
 
 
234,000,000,000 
 
 
 
 
 
 
 
Damages claimed
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
4,100,000,000 
4,100,000,000 
Rating fees paid
 
 
 
 
 
 
 
 
 
 
 
 
$ 1,100,000 
€ 1,100,000 
$ 800,000 
€ 800,000 
 
 
Number of analysts served notice of completion
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Related Party Transactions (Details) (USD $)
In Millions, except Per Share data, unless otherwise specified
1 Months Ended 3 Months Ended 6 Months Ended 12 Months Ended 3 Months Ended 0 Months Ended 3 Months Ended 6 Months Ended 12 Months Ended
Dec. 31, 2013
Jun. 30, 2015
Jun. 30, 2014
Jun. 30, 2015
Jun. 30, 2014
Dec. 31, 2014
Dec. 31, 2013
Dec. 31, 2012
Jun. 30, 2014
Other (Income) Loss [Member]
Jul. 31, 2014
Harold W. McGraw III [Member]
Jun. 25, 2014
Harold W. McGraw III [Member]
Jun. 30, 2015
CME Group [Member]
S&P/DJ Indices [Member]
Jun. 30, 2015
CME Group [Member]
S&P/DJ Indices [Member]
Dec. 31, 2014
CME Group [Member]
S&P/DJ Indices [Member]
Dec. 31, 2013
CME Group [Member]
S&P/DJ Indices [Member]
Dec. 31, 2012
CME Group [Member]
S&P/DJ Indices [Member]
Jun. 30, 2012
CME Group [Member]
S&P/DJ Indices [Member]
Related Party Transaction [Line Items]
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Amount of transaction with related party
 
 
 
 
 
 
 
 
 
$ 20 
 
 
 
 
 
 
 
Non-cash impairment charge
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Total number of shares purchased (in shares)
 
1.6 
2.2 
2.6 
4.4 
 
 
 
 
 
0.5 
 
 
 
 
 
 
Repurchase discount
 
 
 
 
 
 
 
 
 
 
0.35% 
 
 
 
 
 
 
Total cash utilized
 
 
 
273 
 
346 
989 
298 
 
 
41 
 
 
 
 
 
 
Average price paid per share (in dollars per share)
$ 58.36 
$ 104.82 
$ 79.65 
$ 104.62 
$ 79.06 
$ 79.06 
$ 58.52 
$ 50.35 
 
 
$ 82.66 
 
 
 
 
 
 
Revenues earned under license agreement
 
 
 
 
 
 
 
 
 
 
 
$ 14 
$ 28 
$ 52 
$ 46 
$ 21 
 
Noncontrolling interest ownership by noncontrolling owners
 
 
 
 
 
 
 
 
 
 
 
27.00% 
27.00% 
 
 
 
27.00% 
Quarterly Financial Information (Details) (USD $)
In Millions, except Per Share data, unless otherwise specified
3 Months Ended 6 Months Ended 12 Months Ended
Jun. 30, 2015
Dec. 31, 2014
Sep. 30, 2014
Jun. 30, 2014
Mar. 31, 2014
Dec. 31, 2013
Sep. 30, 2013
Jun. 30, 2013
Mar. 31, 2013
Jun. 30, 2015
Jun. 30, 2014
Dec. 31, 2014
Dec. 31, 2013
Dec. 31, 2012
Quarterly Financial Information Disclosure [Abstract]
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Revenue
$ 1,342 
$ 1,290 
$ 1,263 
$ 1,302 
$ 1,196 
$ 1,206 
$ 1,152 
$ 1,205 
$ 1,140 
$ 2,615 
$ 2,498 
$ 5,051 
$ 4,702 
$ 4,270 
Operating profit (loss)
582 
(1,148)
366 
476 
420 
271 
395 
423 
269 
1,083 
896 
113 
1,358 
1,170 
Net (loss) income from continuing operations
381 
(984)
215 
310 
268 
182 
258 
266 
168 
711 
578 
(191)
874 
701 
Income (loss) from discontinued operations
 
163 
(13)
11 
587 
12 
178 
592 
(209)
Net income (loss)
381 
(821)
217 
316 
275 
188 
245 
277 
755 
711 
590 
(13)
1,466 
492 
Net income attributable to McGraw Hill Financial common shareholders:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Income (loss) from continuing operations
353 
(1,009)
188 
286 
241 
165 
228 
243 
147 
656 
528 
(293)
783 
651 
Income (loss) from discontinued operations
163 
(13)
11 
588 
12 
178 
593 
(214)
Net income (loss)
$ 353 
$ (846)
$ 190 
$ 292 
$ 248 
$ 171 
$ 215 
$ 254 
$ 735 
$ 656 
$ 540 
$ (115)
$ 1,376 
$ 437 
(Loss) income from continuing operations:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Basic (in dollars per share)
$ 1.29 
$ (3.71)
$ 0.69 
$ 1.05 
$ 0.89 
$ 0.61 
$ 0.83 
$ 0.88 
$ 0.52 
$ 2.40 
$ 1.94 
$ (1.08)
$ 2.85 
$ 2.33 
Diluted (in dollars per share)
$ 1.28 
$ (3.71)
$ 0.68 
$ 1.04 
$ 0.87 
$ 0.60 
$ 0.82 
$ 0.87 
$ 0.52 
$ 2.38 
$ 1.91 
$ (1.08)
$ 2.80 
$ 2.29 
Income (loss) from discontinued operations:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Basic (in dollars per share)
$ 0.00 
$ 0.60 
$ 0.01 
$ 0.02 
$ 0.02 
$ 0.02 
$ (0.05)
$ 0.04 
$ 2.10 
$ 0.00 
$ 0.05 
$ 0.66 
$ 2.16 
$ (0.77)
Diluted (in dollars per share)
$ 0.00 
$ 0.60 
$ 0.01 
$ 0.02 
$ 0.02 
$ 0.02 
$ (0.05)
$ 0.04 
$ 2.07 
$ 0.00 
$ 0.05 
$ 0.66 
$ 2.12 
$ (0.75)
Net (loss) income:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Basic (in dollars per share)
$ 1.29 
$ (3.11)
$ 0.70 
$ 1.08 
$ 0.91 
$ 0.63 
$ 0.79 
$ 0.93 
$ 2.62 
$ 2.40 
$ 1.99 
$ (0.42)
$ 5.01 
$ 1.57 
Diluted (in dollars per share)
$ 1.28 
$ (3.11)
$ 0.69 
$ 1.06 
$ 0.89 
$ 0.62 
$ 0.77 
$ 0.91 
$ 2.59 
$ 2.38 
$ 1.95 
$ (0.42)
$ 4.91 
$ 1.53 
Subsequent Events (Details) (USD $)
0 Months Ended 12 Months Ended 0 Months Ended
Jun. 29, 2012
Dec. 31, 2014
Dec. 31, 2013
Dec. 31, 2012
Jun. 30, 2013
Jul. 24, 2015
Subsequent Event [Member]
Merger Agreement with SNL [Member]
sector
Jul. 24, 2015
Subsequent Event [Member]
Merger Agreement with SNL [Member]
Jul. 24, 2015
Subsequent Event [Member]
Merger Agreement with SNL [Member]
Commitment Letter [Member]
Subsequent Event [Line Items]
 
 
 
 
 
 
 
 
Total consideration transferred
$ 792,000,000 
$ 0 
$ 0 
$ 792,000,000 
 
$ 2,225,000,000 
 
 
Number of sectors in global economy that acquiree serves
 
 
 
 
 
 
 
Maximum borrowing capacity
 
 
 
 
$ 1,000,000,000.0 
 
 
$ 1,000,000,000 
Percentage of voting interests planned to be acquired
 
 
 
 
 
 
100.00% 
 
Condensed Consolidating Financial Statements (Narrative) (Details) (USD $)
In Millions, unless otherwise specified
Jun. 30, 2015
Dec. 31, 2014
Aug. 18, 2015
Senior Notes [Member]
Aug. 18, 2015
Senior Notes [Member]
Subsequent Event [Member]
May 26, 2015
Senior Notes [Member]
4.0% Senior Notes due in 2025 [Member]
Aug. 18, 2015
Senior Notes [Member]
2.5% Senior Notes due in 2018 [Member]
Aug. 18, 2015
Senior Notes [Member]
2.5% Senior Notes due in 2018 [Member]
Subsequent Event [Member]
Aug. 18, 2015
Senior Notes [Member]
3.3% Senior Notes due in 2020 [Member]
Aug. 18, 2015
Senior Notes [Member]
3.3% Senior Notes due in 2020 [Member]
Subsequent Event [Member]
Aug. 18, 2015
Senior Notes [Member]
4.4% Senior Notes due in 2026 [Member]
Aug. 18, 2015
Senior Notes [Member]
4.4% Senior Notes due in 2026 [Member]
Subsequent Event [Member]
Condensed Financial Statements, Captions [Line Items]
 
 
 
 
 
 
 
 
 
 
 
Debt issued
 
 
$ 2,000 
$ 2,000 
$ 700 
$ 400 
$ 400 
$ 700 
$ 700 
$ 900 
$ 900 
Interest rate
 
 
 
 
4.00% 
2.50% 
2.50% 
3.30% 
3.30% 
4.40% 
4.40% 
Ownership interest of subsidiary
100.00% 
100.00% 
 
 
 
 
 
 
 
 
 
Condensed Consolidating Financial Statements (Statement of Income) (Details) (USD $)
In Millions, unless otherwise specified
3 Months Ended 6 Months Ended 12 Months Ended
Jun. 30, 2015
Dec. 31, 2014
Sep. 30, 2014
Jun. 30, 2014
Mar. 31, 2014
Dec. 31, 2013
Sep. 30, 2013
Jun. 30, 2013
Mar. 31, 2013
Jun. 30, 2015
Jun. 30, 2014
Dec. 31, 2014
Dec. 31, 2013
Dec. 31, 2012
Condensed Income Statements, Captions [Line Items]
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Revenue
$ 1,342 
$ 1,290 
$ 1,263 
$ 1,302 
$ 1,196 
$ 1,206 
$ 1,152 
$ 1,205 
$ 1,140 
$ 2,615 
$ 2,498 
$ 5,051 
$ 4,702 
$ 4,270 
Expenses:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Operating-related expenses
406 
 
 
407 
 
 
 
 
 
812 
803 
1,627 
1,564 
1,433 
Selling and general expenses
332 
 
 
376 
 
 
 
 
 
665 
724 
3,168 
1,631 
1,578 
Depreciation
22 
 
 
22 
 
 
 
 
 
43 
42 
86 
86 
93 
Amortization of intangibles
11 
 
 
12 
 
 
 
 
 
23 
24 
48 
51 
48 
Total expenses
771 
 
 
817 
 
 
 
 
 
1,543 
1,593 
4,929 
3,332 
3,152 
Operating profit
582 
(1,148)
366 
476 
420 
271 
395 
423 
269 
1,083 
896 
113 
1,358 
1,170 
Interest expense, net
16 
 
 
14 
 
 
 
 
 
32 
28 
59 
59 
81 
Non-operating intercompany transactions
 
 
 
 
 
 
 
Other loss (income)
(11)
 
 
 
 
 
 
 
(11)
12 
(52)
Income from continuing operations before taxes on income
566 
 
 
462 
 
 
 
 
 
1,051 
868 
54 
1,299 
1,089 
Provision for taxes on income
185 
 
 
152 
 
 
 
 
 
340 
290 
245 
425 
388 
Equity in net (loss) income of subsidiaries
 
 
 
 
 
 
 
(Loss) income from continuing operations
381 
(984)
215 
310 
268 
182 
258 
266 
168 
711 
578 
(191)
874 
701 
Discontinued operations, net of tax:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Income (loss) from discontinued operations
 
 
 
 
 
 
 
12 
18 
(209)
Gain on sale of discontinued operations
 
 
 
 
 
 
 
 
 
 
 
160 
589 
Discontinued operations, net
 
163 
(13)
11 
587 
12 
178 
592 
(209)
Net (loss) income
381 
(821)
217 
316 
275 
188 
245 
277 
755 
711 
590 
(13)
1,466 
492 
Less: net income from continuing operations attributable to noncontrolling interests
(28)
 
 
(24)
 
 
 
 
 
(55)
(50)
(102)
(91)
(50)
Less: net loss (income) from discontinued operations attributable to noncontrolling interests
 
 
 
 
 
 
 
 
 
 
 
(5)
Net (loss) income attributable to McGraw Hill Financial, Inc.
353 
(846)
190 
292 
248 
171 
215 
254 
735 
656 
540 
(115)
1,376 
437 
Comprehensive (loss) income
463 
 
 
292 
 
 
 
 
 
714 
572 
(331)
1,788 
399 
Eliminations
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Condensed Income Statements, Captions [Line Items]
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Revenue
(28)
 
 
(28)
 
 
 
 
 
(56)
(57)
(115)
(105)
(105)
Expenses:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Operating-related expenses
(28)
 
 
(28)
 
 
 
 
 
(56)
(57)
(115)
(105)
(105)
Selling and general expenses
 
 
 
 
 
 
 
Depreciation
 
 
 
 
 
 
 
Amortization of intangibles
 
 
 
 
 
 
 
Total expenses
(28)
 
 
(28)
 
 
 
 
 
(56)
(57)
(115)
(105)
(105)
Operating profit
 
 
 
 
 
 
 
Interest expense, net
 
 
 
 
 
 
 
Non-operating intercompany transactions
 
 
 
 
 
 
 
Other loss (income)
 
 
 
 
 
 
 
Income from continuing operations before taxes on income
 
 
 
 
 
 
 
Provision for taxes on income
 
 
 
 
 
 
 
Equity in net (loss) income of subsidiaries
(406)
 
 
(299)
 
 
 
 
 
(837)
(624)
195 
(2,134)
(2,804)
(Loss) income from continuing operations
 
 
 
(299)
 
 
 
 
 
 
(624)
195 
(2,134)
(2,804)
Discontinued operations, net of tax:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Income (loss) from discontinued operations
 
 
 
 
 
 
 
 
 
(29)
Gain on sale of discontinued operations
 
 
 
 
 
 
 
 
 
 
 
 
Discontinued operations, net
 
 
 
 
 
 
 
 
 
 
(29)
Net (loss) income
(406)
 
 
(299)
 
 
 
 
 
(837)
(624)
195 
(2,134)
(2,833)
Less: net income from continuing operations attributable to noncontrolling interests
(28)
 
 
(24)
 
 
 
 
 
(55)
(50)
(102)
(91)
(50)
Less: net loss (income) from discontinued operations attributable to noncontrolling interests
 
 
 
 
 
 
 
 
 
 
 
 
(5)
Net (loss) income attributable to McGraw Hill Financial, Inc.
(434)
 
 
(323)
 
 
 
 
 
(892)
(674)
93 
(2,224)
(2,888)
Comprehensive (loss) income
(405)
 
 
(302)
 
 
 
 
 
(839)
(628)
195 
(2,106)
(2,839)
McGraw Hill Financial, Inc.
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Condensed Income Statements, Captions [Line Items]
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Revenue
161 
 
 
148 
 
 
 
 
 
317 
294 
598 
570 
522 
Expenses:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Operating-related expenses
21 
 
 
21 
 
 
 
 
 
53 
40 
78 
128 
83 
Selling and general expenses
 
 
27 
 
 
 
 
 
67 
92 
296 
338 
360 
Depreciation
10 
 
 
11 
 
 
 
 
 
19 
20 
41 
40 
45 
Amortization of intangibles
 
 
 
 
 
 
 
Total expenses
33 
 
 
60 
 
 
 
 
 
141 
154 
419 
511 
494 
Operating profit
128 
 
 
85 
 
 
 
 
 
176 
137 
176 
34 
80 
Interest expense, net
20 
 
 
15 
 
 
 
 
 
37 
31 
66 
65 
85 
Non-operating intercompany transactions
71 
 
 
15 
 
 
 
 
 
129 
74 
193 
245 
201 
Other loss (income)
 
 
 
 
 
 
 
25 
(52)
Income from continuing operations before taxes on income
37 
 
 
55 
 
 
 
 
 
10 
32 
(83)
(276)
(206)
Provision for taxes on income
11 
 
 
21 
 
 
 
 
 
17 
13 
(22)
(121)
(106)
Equity in net (loss) income of subsidiaries
338 
 
 
241 
 
 
 
 
 
703 
500 
(443)
1,937 
2,713 
(Loss) income from continuing operations
 
 
 
275 
 
 
 
 
 
 
519 
(504)
1,782 
2,613 
Discontinued operations, net of tax:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Income (loss) from discontinued operations
 
 
 
 
 
 
 
 
 
12 
18 
82 
(147)
Gain on sale of discontinued operations
 
 
 
 
 
 
 
 
 
 
 
160 
644 
 
Discontinued operations, net
 
 
 
 
 
 
 
 
 
 
12 
178 
726 
(147)
Net (loss) income
364 
 
 
281 
 
 
 
 
 
696 
531 
(326)
2,508 
2,466 
Less: net income from continuing operations attributable to noncontrolling interests
 
 
 
 
 
 
 
Less: net loss (income) from discontinued operations attributable to noncontrolling interests
 
 
 
 
 
 
 
 
 
 
 
 
Net (loss) income attributable to McGraw Hill Financial, Inc.
364 
 
 
281 
 
 
 
 
 
696 
531 
(326)
2,508 
2,466 
Comprehensive (loss) income
384 
 
 
240 
 
 
 
 
 
710 
515 
(495)
2,773 
2,338 
Standard & Poor's Financial Services, LLC
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Condensed Income Statements, Captions [Line Items]
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Revenue
573 
 
 
542 
 
 
 
 
 
1,117 
1,028 
2,043 
1,931 
1,964 
Expenses:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Operating-related expenses
154 
 
 
164 
 
 
 
 
 
311 
315 
389 
556 
587 
Selling and general expenses
101 
 
 
132 
 
 
 
 
 
162 
237 
2,350 
532 
504 
Depreciation
 
 
 
 
 
 
 
10 
17 
19 
19 
Amortization of intangibles
 
 
 
 
 
 
 
Total expenses
260 
 
 
300 
 
 
 
 
 
483 
561 
2,756 
1,107 
1,110 
Operating profit
313 
 
 
242 
 
 
 
 
 
634 
467 
(713)
821 
854 
Interest expense, net
 
 
 
 
 
 
 
Non-operating intercompany transactions
59 
 
 
 
 
 
 
 
91 
14 
38 
66 
11 
Other loss (income)
 
 
 
 
 
 
 
Income from continuing operations before taxes on income
254 
 
 
235 
 
 
 
 
 
543 
453 
(751)
755 
843 
Provision for taxes on income
99 
 
 
86 
 
 
 
 
 
190 
173 
16 
283 
320 
Equity in net (loss) income of subsidiaries
68 
 
 
58 
 
 
 
 
 
134 
124 
248 
197 
91 
(Loss) income from continuing operations
 
 
 
207 
 
 
 
 
 
 
404 
(519)
669 
614 
Discontinued operations, net of tax:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Income (loss) from discontinued operations
 
 
 
 
 
 
 
 
 
Gain on sale of discontinued operations
 
 
 
 
 
 
 
 
 
 
 
 
Discontinued operations, net
 
 
 
 
 
 
 
 
 
 
Net (loss) income
223 
 
 
207 
 
 
 
 
 
487 
404 
(519)
669 
614 
Less: net income from continuing operations attributable to noncontrolling interests
 
 
 
 
 
 
 
Less: net loss (income) from discontinued operations attributable to noncontrolling interests
 
 
 
 
 
 
 
 
 
 
 
 
Net (loss) income attributable to McGraw Hill Financial, Inc.
223 
 
 
207 
 
 
 
 
 
487 
404 
(519)
669 
614 
Comprehensive (loss) income
222 
 
 
208 
 
 
 
 
 
486 
380 
(544)
669 
638 
Non-Guarantor Subsidiaries
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Condensed Income Statements, Captions [Line Items]
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Revenue
636 
 
 
640 
 
 
 
 
 
1,237 
1,233 
2,525 
2,306 
1,889 
Expenses:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Operating-related expenses
259 
 
 
250 
 
 
 
 
 
504 
505 
1,275 
985 
868 
Selling and general expenses
230 
 
 
217 
 
 
 
 
 
436 
395 
522 
761 
714 
Depreciation
 
 
 
 
 
 
 
14 
13 
28 
27 
29 
Amortization of intangibles
10 
 
 
11 
 
 
 
 
 
21 
22 
44 
46 
42 
Total expenses
506 
 
 
485 
 
 
 
 
 
975 
935 
1,869 
1,819 
1,653 
Operating profit
141 
 
 
149 
 
 
 
 
 
273 
292 
650 
503 
236 
Interest expense, net
(4)
 
 
(1)
 
 
 
 
 
(5)
(3)
(7)
(6)
(4)
Non-operating intercompany transactions
(130)
 
 
(22)
 
 
 
 
 
(220)
(88)
(231)
(311)
(212)
Other loss (income)
(11)
 
 
 
 
 
 
 
(11)
(16)
Income from continuing operations before taxes on income
275 
 
 
172 
 
 
 
 
 
498 
383 
888 
820 
452 
Provision for taxes on income
75 
 
 
45 
 
 
 
 
 
133 
104 
251 
263 
174 
Equity in net (loss) income of subsidiaries
 
 
 
 
 
 
 
(Loss) income from continuing operations
 
 
 
127 
 
 
 
 
 
 
279 
637 
557 
278 
Discontinued operations, net of tax:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Income (loss) from discontinued operations
 
 
 
 
 
 
 
 
 
(79)
(33)
Gain on sale of discontinued operations
 
 
 
 
 
 
 
 
 
 
 
(55)
 
Discontinued operations, net
 
 
 
 
 
 
 
 
 
 
(134)
(33)
Net (loss) income
200 
 
 
127 
 
 
 
 
 
365 
279 
637 
423 
245 
Less: net income from continuing operations attributable to noncontrolling interests
 
 
 
 
 
 
 
Less: net loss (income) from discontinued operations attributable to noncontrolling interests
 
 
 
 
 
 
 
 
 
 
 
 
Net (loss) income attributable to McGraw Hill Financial, Inc.
200 
 
 
127 
 
 
 
 
 
365 
279 
637 
423 
245 
Comprehensive (loss) income
$ 262 
 
 
$ 146 
 
 
 
 
 
$ 357 
$ 305 
$ 513 
$ 452 
$ 262 
Condensed Consolidating Financial Statements (Balance Sheet) (Details) (USD $)
Jun. 30, 2015
Dec. 31, 2014
Jun. 30, 2014
Dec. 31, 2013
Dec. 31, 2012
Dec. 31, 2011
Assets, Current [Abstract]
 
 
 
 
 
 
Cash and equivalents
$ 1,720,000,000 
$ 2,497,000,000 
$ 1,617,000,000 
$ 1,542,000,000 
$ 760,000,000 
$ 835,000,000 
Accounts receivable, net of allowance for doubtful accounts
1,063,000,000 
932,000,000 
 
949,000,000 
 
 
Intercompany receivable
 
 
 
Deferred income taxes
203,000,000 
363,000,000 
 
108,000,000 
 
 
Prepaid and other current assets
227,000,000 
174,000,000 
 
245,000,000 
 
 
Assets held for sale
 
 
97,000,000 
 
 
Total current assets
3,213,000,000 
3,966,000,000 
 
2,941,000,000 
 
 
Property and equipment, net of accumulated depreciation
208,000,000 
206,000,000 
 
249,000,000 
 
 
Goodwill
1,383,000,000 
1,387,000,000 
 
1,409,000,000 
1,435,000,000 
 
Other intangible assets, net
977,000,000 
1,004,000,000 
 
1,033,000,000 
 
 
Asset for pension benefits
58,000,000 
28,000,000 
 
261,000,000 
 
 
Investments in subsidiaries
 
 
 
Intercompany loans receivable
 
 
 
Other non-current assets
174,000,000 
180,000,000 
 
168,000,000 
 
 
Total assets
6,013,000,000 
6,771,000,000 
 
6,061,000,000 
 
 
Current liabilities:
 
 
 
 
 
 
Accounts payable
181,000,000 
191,000,000 
 
210,000,000 
 
 
Intercompany payable
 
 
 
Accrued compensation and contributions to retirement plans
264,000,000 
410,000,000 
 
423,000,000 
 
 
Income taxes currently payable
51,000,000 
32,000,000 
 
15,000,000 
 
 
Unearned revenue
1,387,000,000 
1,323,000,000 
 
1,268,000,000 
 
 
Accrued legal and regulatory settlements
23,000,000 
1,609,000,000 
 
 
 
Other current liabilities
334,000,000 
402,000,000 
 
402,000,000 
 
 
Liabilities held for sale
 
 
54,000,000 
 
 
Total current liabilities
2,240,000,000 
3,967,000,000 
 
2,372,000,000 
 
 
Long-term debt
1,494,000,000 
799,000,000 
 
799,000,000 
 
 
Intercompany loans payable
 
 
 
Pension and other postretirement benefits
285,000,000 
333,000,000 
 
264,000,000 
 
 
Deferred income taxes
87,000,000 
56,000,000 
 
206,000,000 
 
 
Other non-current liabilities
282,000,000 
267,000,000 
 
266,000,000 
 
 
Total liabilities
4,388,000,000 
5,422,000,000 
 
3,907,000,000 
 
 
Redeemable noncontrolling interest
810,000,000 
810,000,000 
 
810,000,000 
 
 
Equity:
 
 
 
 
 
 
Common stock
412,000,000 
412,000,000 
 
412,000,000 
 
 
Additional paid-in capital
435,000,000 
493,000,000 
 
447,000,000 
 
 
Retained income
7,438,000,000 
6,946,000,000 
 
7,384,000,000 
 
 
Accumulated other comprehensive loss
(511,000,000)
(514,000,000)
 
(196,000,000)
 
 
Less: common stock in treasury
(7,011,000,000)
(6,849,000,000)
 
(6,746,000,000)
 
 
Total equity – controlling interests
763,000,000 
488,000,000 
 
1,301,000,000 
 
 
Total equity - noncontrolling interests
52,000,000 
51,000,000 
 
43,000,000 
 
 
Total equity
815,000,000 
539,000,000 
 
1,344,000,000 
840,000,000 
1,584,000,000 
Total liabilities and equity
6,013,000,000 
6,771,000,000 
 
6,061,000,000 
 
 
Eliminations
 
 
 
 
 
 
Assets, Current [Abstract]
 
 
 
 
 
 
Cash and equivalents
Accounts receivable, net of allowance for doubtful accounts
 
 
 
Intercompany receivable
(2,664,000,000)
(4,648,000,000)
 
(3,630,000,000)
 
 
Deferred income taxes
 
 
 
Prepaid and other current assets
 
 
 
Assets held for sale
 
 
 
 
 
Total current assets
(2,664,000,000)
(4,648,000,000)
 
(3,630,000,000)
 
 
Property and equipment, net of accumulated depreciation
 
 
 
Goodwill
9,000,000 
9,000,000 
 
9,000,000 
 
 
Other intangible assets, net
(3,000,000)
 
3,000,000 
 
 
Asset for pension benefits
 
 
 
Investments in subsidiaries
(10,438,000,000)
(9,036,000,000)
 
(8,975,000,000)
 
 
Intercompany loans receivable
(2,194,000,000)
(1,972,000,000)
 
(364,000,000)
 
 
Other non-current assets
 
 
 
Total assets
(15,290,000,000)
(15,647,000,000)
 
(12,957,000,000)
 
 
Current liabilities:
 
 
 
 
 
 
Accounts payable
 
 
 
Intercompany payable
(2,663,000,000)
(4,559,000,000)
 
(3,540,000,000)
 
 
Accrued compensation and contributions to retirement plans
 
 
 
Income taxes currently payable
 
 
 
Unearned revenue
 
 
 
Accrued legal and regulatory settlements
 
 
 
 
Other current liabilities
 
 
 
Liabilities held for sale
 
 
 
 
 
Total current liabilities
(2,663,000,000)
(4,559,000,000)
 
(3,540,000,000)
 
 
Long-term debt
 
 
 
Intercompany loans payable
(2,195,000,000)
(2,061,000,000)
 
(452,000,000)
 
 
Pension and other postretirement benefits
 
 
 
Deferred income taxes
 
 
 
Other non-current liabilities
 
(1,000,000)
 
 
Total liabilities
(4,858,000,000)
(6,620,000,000)
 
(3,993,000,000)
 
 
Redeemable noncontrolling interest
810,000,000 
810,000,000 
 
810,000,000 
 
 
Equity:
 
 
 
 
 
 
Common stock
(2,316,000,000)
(2,316,000,000)
 
(2,305,000,000)
 
 
Additional paid-in capital
(7,608,000,000)
(7,560,000,000)
 
(7,686,000,000)
 
 
Retained income
(1,411,000,000)
(60,000,000)
 
109,000,000 
 
 
Accumulated other comprehensive loss
38,000,000 
41,000,000 
 
41,000,000 
 
 
Less: common stock in treasury
4,000,000 
7,000,000 
 
24,000,000 
 
 
Total equity – controlling interests
(11,293,000,000)
(9,888,000,000)
 
(9,817,000,000)
 
 
Total equity - noncontrolling interests
51,000,000 
51,000,000 
 
43,000,000 
 
 
Total equity
(11,242,000,000)
(9,837,000,000)
 
(9,774,000,000)
 
 
Total liabilities and equity
(15,290,000,000)
(15,647,000,000)
 
(12,957,000,000)
 
 
McGraw Hill Financial, Inc.
 
 
 
 
 
 
Assets, Current [Abstract]
 
 
 
 
 
 
Cash and equivalents
531,000,000 
1,402,000,000 
649,000,000 
685,000,000 
119,000,000 
289,000,000 
Accounts receivable, net of allowance for doubtful accounts
118,000,000 
120,000,000 
 
108,000,000 
 
 
Intercompany receivable
246,000,000 
525,000,000 
 
234,000,000 
 
 
Deferred income taxes
72,000,000 
72,000,000 
 
55,000,000 
 
 
Prepaid and other current assets
74,000,000 
80,000,000 
 
161,000,000 
 
 
Assets held for sale
 
 
 
97,000,000 
 
 
Total current assets
1,041,000,000 
2,199,000,000 
 
1,340,000,000 
 
 
Property and equipment, net of accumulated depreciation
113,000,000 
111,000,000 
 
135,000,000 
 
 
Goodwill
107,000,000 
109,000,000 
 
138,000,000 
 
 
Other intangible assets, net
12,000,000 
13,000,000 
 
17,000,000 
 
 
Asset for pension benefits
 
232,000,000 
 
 
Investments in subsidiaries
2,516,000,000 
1,258,000,000 
 
2,215,000,000 
 
 
Intercompany loans receivable
17,000,000 
19,000,000 
 
40,000,000 
 
 
Other non-current assets
73,000,000 
81,000,000 
 
92,000,000 
 
 
Total assets
3,879,000,000 
3,790,000,000 
 
4,209,000,000 
 
 
Current liabilities:
 
 
 
 
 
 
Accounts payable
53,000,000 
59,000,000 
 
52,000,000 
 
 
Intercompany payable
1,280,000,000 
2,566,000,000 
 
1,665,000,000 
 
 
Accrued compensation and contributions to retirement plans
106,000,000 
133,000,000 
 
145,000,000 
 
 
Income taxes currently payable
15,000,000 
 
3,000,000 
 
 
Unearned revenue
270,000,000 
259,000,000 
 
251,000,000 
 
 
Accrued legal and regulatory settlements
 
 
 
 
Other current liabilities
156,000,000 
194,000,000 
 
227,000,000 
 
 
Liabilities held for sale
 
 
 
54,000,000 
 
 
Total current liabilities
1,865,000,000 
3,226,000,000 
 
2,397,000,000 
 
 
Long-term debt
1,494,000,000 
799,000,000 
 
799,000,000 
 
 
Intercompany loans payable
22,000,000 
109,000,000 
 
89,000,000 
 
 
Pension and other postretirement benefits
226,000,000 
272,000,000 
 
220,000,000 
 
 
Deferred income taxes
(226,000,000)
(245,000,000)
 
(155,000,000)
 
 
Other non-current liabilities
322,000,000 
219,000,000 
 
235,000,000 
 
 
Total liabilities
3,703,000,000 
4,380,000,000 
 
3,585,000,000 
 
 
Redeemable noncontrolling interest
 
 
 
Equity:
 
 
 
 
 
 
Common stock
412,000,000 
412,000,000 
 
412,000,000 
 
 
Additional paid-in capital
(201,000,000)
(116,000,000)
 
(87,000,000)
 
 
Retained income
7,281,000,000 
6,282,000,000 
 
7,195,000,000 
 
 
Accumulated other comprehensive loss
(305,000,000)
(319,000,000)
 
(150,000,000)
 
 
Less: common stock in treasury
(7,011,000,000)
(6,849,000,000)
 
(6,746,000,000)
 
 
Total equity – controlling interests
176,000,000 
(590,000,000)
 
624,000,000 
 
 
Total equity - noncontrolling interests
 
 
 
Total equity
176,000,000 
(590,000,000)
 
624,000,000 
 
 
Total liabilities and equity
3,879,000,000 
3,790,000,000 
 
4,209,000,000 
 
 
Standard & Poor's Financial Services, LLC
 
 
 
 
 
 
Assets, Current [Abstract]
 
 
 
 
 
 
Cash and equivalents
Accounts receivable, net of allowance for doubtful accounts
318,000,000 
293,000,000 
 
345,000,000 
 
 
Intercompany receivable
1,114,000,000 
2,125,000,000 
 
1,394,000,000 
 
 
Deferred income taxes
173,000,000 
334,000,000 
 
34,000,000 
 
 
Prepaid and other current assets
30,000,000 
27,000,000 
 
1,000,000 
 
 
Assets held for sale
 
 
 
 
 
Total current assets
1,635,000,000 
2,779,000,000 
 
1,774,000,000 
 
 
Property and equipment, net of accumulated depreciation
3,000,000 
5,000,000 
 
7,000,000 
 
 
Goodwill
41,000,000 
41,000,000 
 
41,000,000 
 
 
Other intangible assets, net
 
 
 
Asset for pension benefits
 
 
 
Investments in subsidiaries
695,000,000 
653,000,000 
 
646,000,000 
 
 
Intercompany loans receivable
361,000,000 
358,000,000 
 
344,000,000 
 
 
Other non-current assets
20,000,000 
25,000,000 
 
27,000,000 
 
 
Total assets
2,755,000,000 
3,861,000,000 
 
2,839,000,000 
 
 
Current liabilities:
 
 
 
 
 
 
Accounts payable
46,000,000 
45,000,000 
 
56,000,000 
 
 
Intercompany payable
611,000,000 
617,000,000 
 
391,000,000 
 
 
Accrued compensation and contributions to retirement plans
53,000,000 
121,000,000 
 
119,000,000 
 
 
Income taxes currently payable
1,000,000 
 
 
 
Unearned revenue
600,000,000 
585,000,000 
 
559,000,000 
 
 
Accrued legal and regulatory settlements
23,000,000 
1,609,000,000 
 
 
 
 
Other current liabilities
9,000,000 
 
 
 
Liabilities held for sale
 
 
 
 
 
Total current liabilities
1,342,000,000 
2,978,000,000 
 
1,125,000,000 
 
 
Long-term debt
 
 
 
Intercompany loans payable
 
 
 
Pension and other postretirement benefits
 
 
 
Deferred income taxes
52,000,000 
51,000,000 
 
24,000,000 
 
 
Other non-current liabilities
9,000,000 
8,000,000 
 
3,000,000 
 
 
Total liabilities
1,403,000,000 
3,037,000,000 
 
1,152,000,000 
 
 
Redeemable noncontrolling interest
 
 
 
Equity:
 
 
 
 
 
 
Common stock
 
 
 
Additional paid-in capital
1,166,000,000 
1,153,000,000 
 
1,121,000,000 
 
 
Retained income
186,000,000 
(329,000,000)
 
542,000,000 
 
 
Accumulated other comprehensive loss
 
24,000,000 
 
 
Less: common stock in treasury
 
 
 
Total equity – controlling interests
1,352,000,000 
824,000,000 
 
1,687,000,000 
 
 
Total equity - noncontrolling interests
 
 
 
Total equity
1,352,000,000 
824,000,000 
 
1,687,000,000 
 
 
Total liabilities and equity
2,755,000,000 
3,861,000,000 
 
2,839,000,000 
 
 
Non-Guarantor Subsidiaries
 
 
 
 
 
 
Assets, Current [Abstract]
 
 
 
 
 
 
Cash and equivalents
1,189,000,000 
1,095,000,000 
968,000,000 
857,000,000 
641,000,000 
546,000,000 
Accounts receivable, net of allowance for doubtful accounts
627,000,000 
519,000,000 
 
496,000,000 
 
 
Intercompany receivable
1,304,000,000 
1,998,000,000 
 
2,002,000,000 
 
 
Deferred income taxes
(42,000,000)
(43,000,000)
 
19,000,000 
 
 
Prepaid and other current assets
123,000,000 
67,000,000 
 
83,000,000 
 
 
Assets held for sale
 
 
 
 
 
Total current assets
3,201,000,000 
3,636,000,000 
 
3,457,000,000 
 
 
Property and equipment, net of accumulated depreciation
92,000,000 
90,000,000 
 
107,000,000 
 
 
Goodwill
1,226,000,000 
1,228,000,000 
 
1,221,000,000 
 
 
Other intangible assets, net
968,000,000 
991,000,000 
 
1,013,000,000 
 
 
Asset for pension benefits
58,000,000 
28,000,000 
 
29,000,000 
 
 
Investments in subsidiaries
7,227,000,000 
7,125,000,000 
 
6,114,000,000 
 
 
Intercompany loans receivable
1,816,000,000 
1,595,000,000 
 
(20,000,000)
 
 
Other non-current assets
81,000,000 
74,000,000 
 
49,000,000 
 
 
Total assets
14,669,000,000 
14,767,000,000 
 
11,970,000,000 
 
 
Current liabilities:
 
 
 
 
 
 
Accounts payable
82,000,000 
87,000,000 
 
102,000,000 
 
 
Intercompany payable
772,000,000 
1,376,000,000 
 
1,484,000,000 
 
 
Accrued compensation and contributions to retirement plans
105,000,000 
156,000,000 
 
159,000,000 
 
 
Income taxes currently payable
51,000,000 
16,000,000 
 
12,000,000 
 
 
Unearned revenue
517,000,000 
479,000,000 
 
458,000,000 
 
 
Accrued legal and regulatory settlements
 
 
 
 
Other current liabilities
169,000,000 
208,000,000 
 
175,000,000 
 
 
Liabilities held for sale
 
 
 
 
 
Total current liabilities
1,696,000,000 
2,322,000,000 
 
2,390,000,000 
 
 
Long-term debt
 
 
 
Intercompany loans payable
2,173,000,000 
1,952,000,000 
 
363,000,000 
 
 
Pension and other postretirement benefits
59,000,000 
61,000,000 
 
44,000,000 
 
 
Deferred income taxes
261,000,000 
250,000,000 
 
337,000,000 
 
 
Other non-current liabilities
(49,000,000)
40,000,000 
 
29,000,000 
 
 
Total liabilities
4,140,000,000 
4,625,000,000 
 
3,163,000,000 
 
 
Redeemable noncontrolling interest
 
 
 
Equity:
 
 
 
 
 
 
Common stock
2,316,000,000 
2,316,000,000 
 
2,305,000,000 
 
 
Additional paid-in capital
7,078,000,000 
7,016,000,000 
 
7,099,000,000 
 
 
Retained income
1,382,000,000 
1,053,000,000 
 
(462,000,000)
 
 
Accumulated other comprehensive loss
(244,000,000)
(236,000,000)
 
(111,000,000)
 
 
Less: common stock in treasury
(4,000,000)
(7,000,000)
 
(24,000,000)
 
 
Total equity – controlling interests
10,528,000,000 
10,142,000,000 
 
8,807,000,000 
 
 
Total equity - noncontrolling interests
1,000,000 
 
 
 
Total equity
10,529,000,000 
10,142,000,000 
 
8,807,000,000 
 
 
Total liabilities and equity
$ 14,669,000,000 
$ 14,767,000,000 
 
$ 11,970,000,000 
 
 
Condensed Consolidating Financial Statements (Statement of Cash Flows) (Details) (USD $)
In Millions, unless otherwise specified
6 Months Ended 12 Months Ended
Jun. 30, 2015
Jun. 30, 2014
Dec. 31, 2014
Dec. 31, 2013
Dec. 31, 2012
Net Cash Provided by (Used in) Operating Activities [Abstract]
 
 
 
 
 
Net (loss) income
$ 711 
$ 590 
$ (13)
$ 1,466 
$ 492 
Less: income (loss) from discontinued operations
12 
178 
592 
(209)
Net (loss) income from continuing operations
711 
578 
(191)
874 
701 
Adjustments to reconcile (loss) income from continuing operations to cash provided by operating activities from continuing operations:
 
 
 
 
 
Depreciation
43 
42 
86 
86 
93 
Amortization of intangibles
23 
24 
48 
51 
48 
Provision for losses on accounts receivable
11 
22 
32 
Deferred income taxes
166 
(245)
43 
53 
Stock-based compensation
37 
47 
100 
96 
90 
Accrued legal and regulatory settlements
 
 
1,587 
Other
22 
80 
96 
Changes in operating assets and liabilities, net of effect of acquisitions and dispositions:
 
 
 
 
 
Accounts receivable
(136)
(11)
(9)
(35)
(250)
Prepaid and other current assets
(24)
(11)
(7)
(29)
Accounts payable and accrued expenses
(257)
(248)
(130)
(94)
73 
Unearned revenue
71 
15 
78 
109 
23 
Accrued legal and regulatory settlements
1,609 
 
 
 
Other current liabilities
(36)
(69)
(51)
(89)
(68)
Net change in prepaid / accrued income taxes
119 
111 
(93)
(238)
119 
Net change in other assets and liabilities
(31)
(42)
(55)
(110)
(190)
Cash provided by operating activities from continuing operations
(897)
446 
1,209 
782 
730 
Investing Activities:
 
 
 
 
 
Capital expenditures
(42)
(37)
(92)
(117)
(96)
Acquisitions, net of cash acquired
(2)
(16)
(71)
(47)
(177)
Proceeds from dispositions
14 
83 
51 
Changes in short-term investments
(7)
15 
(17)
27 
Cash used for investing activities from continuing operations
(37)
(52)
(65)
(130)
(246)
Financing Activities:
 
 
 
 
 
Proceeds from issuance of senior notes, net
690 
 
 
 
(Payments on) / additions to short-term debt
 
 
(457)
457 
Payments on senior notes
 
 
(400)
Dividends paid to shareholders
(185)
(164)
(326)
(308)
(984)
Dividends and other payments paid to noncontrolling interests
(49)
(30)
(84)
(75)
(24)
Repurchase of treasury shares
(274)
(362)
(362)
(978)
(295)
Exercise of stock options
73 
133 
193 
258 
299 
Contingent payments
(11)
(11)
(12)
Purchase of additional CRISIL shares
 
 
(214)
Excess tax benefits from share-based payments
38 
82 
128 
43 
42 
Intercompany financing activities
Cash used for financing activities from continuing operations
293 
(352)
(462)
(1,743)
(905)
Effect of exchange rate changes on cash from continuing operations
(7)
19 
(65)
(1)
Cash provided by (used for) continuing operations
(648)
61 
617 
(1,092)
(416)
Cash provided by (used for) operating activities
(129)
14 
18 
(231)
537 
Cash provided by (used for) investing activities
320 
2,129 
(199)
Cash used for financing activities
(25)
(12)
Effect of exchange rate changes on cash
 
 
Effect of change in cash and equivalents
 
 
12 
Cash provided by discontinued operations
(129)
14 
338 
1,874 
341 
Net change in cash and equivalents
(777)
75 
955 
782 
(75)
Cash and equivalents at beginning of year
2,497 
1,542 
1,542 
760 
835 
Cash and equivalents at end of year
1,720 
1,617 
2,497 
1,542 
760 
Eliminations
 
 
 
 
 
Net Cash Provided by (Used in) Operating Activities [Abstract]
 
 
 
 
 
Net (loss) income
(837)
(624)
195 
(2,134)
(2,833)
Less: income (loss) from discontinued operations
 
(29)
Net (loss) income from continuing operations
 
(624)
195 
(2,134)
(2,804)
Adjustments to reconcile (loss) income from continuing operations to cash provided by operating activities from continuing operations:
 
 
 
 
 
Depreciation
Amortization of intangibles
Provision for losses on accounts receivable
Deferred income taxes
Stock-based compensation
Accrued legal and regulatory settlements
 
 
Other
Changes in operating assets and liabilities, net of effect of acquisitions and dispositions:
 
 
 
 
 
Accounts receivable
Prepaid and other current assets
Accounts payable and accrued expenses
Unearned revenue
Accrued legal and regulatory settlements
 
 
 
 
Other current liabilities
Net change in prepaid / accrued income taxes
Net change in other assets and liabilities
Cash provided by operating activities from continuing operations
(837)
(624)
195 
(2,134)
(2,804)
Investing Activities:
 
 
 
 
 
Capital expenditures
Acquisitions, net of cash acquired
Proceeds from dispositions
 
 
Changes in short-term investments
Cash used for investing activities from continuing operations
Financing Activities:
 
 
 
 
 
Proceeds from issuance of senior notes, net
 
 
 
 
(Payments on) / additions to short-term debt
 
 
 
Payments on senior notes
 
 
 
 
Dividends paid to shareholders
Dividends and other payments paid to noncontrolling interests
Repurchase of treasury shares
Exercise of stock options
Contingent payments
 
 
Purchase of additional CRISIL shares
 
 
 
 
Excess tax benefits from share-based payments
Intercompany financing activities
837 
624 
(195)
2,134 
2,833 
Cash used for financing activities from continuing operations
837 
624 
(195)
2,134 
2,833 
Effect of exchange rate changes on cash from continuing operations
Cash provided by (used for) continuing operations
29 
Cash provided by (used for) operating activities
(29)
Cash provided by (used for) investing activities
 
 
Cash used for financing activities
 
 
 
Effect of exchange rate changes on cash
 
 
 
Effect of change in cash and equivalents
 
 
 
 
Cash provided by discontinued operations
(29)
Net change in cash and equivalents
Cash and equivalents at beginning of year
Cash and equivalents at end of year
McGraw Hill Financial, Inc.
 
 
 
 
 
Net Cash Provided by (Used in) Operating Activities [Abstract]
 
 
 
 
 
Net (loss) income
696 
531 
(326)
2,508 
2,466 
Less: income (loss) from discontinued operations
 
12 
178 
726 
(147)
Net (loss) income from continuing operations
 
519 
(504)
1,782 
2,613 
Adjustments to reconcile (loss) income from continuing operations to cash provided by operating activities from continuing operations:
 
 
 
 
 
Depreciation
19 
20 
41 
40 
45 
Amortization of intangibles
Provision for losses on accounts receivable
(1)
Deferred income taxes
(138)
42 
39 
100 
Stock-based compensation
11 
16 
31 
35 
21 
Accrued legal and regulatory settlements
 
 
Other
(3)
21 
68 
(16)
Changes in operating assets and liabilities, net of effect of acquisitions and dispositions:
 
 
 
 
 
Accounts receivable
(11)
(2)
64 
Prepaid and other current assets
32 
(11)
(42)
(14)
Accounts payable and accrued expenses
(99)
(125)
(83)
(120)
53 
Unearned revenue
11 
(12)
17 
11 
Accrued legal and regulatory settlements
 
 
 
 
Other current liabilities
(31)
(34)
(55)
(43)
(29)
Net change in prepaid / accrued income taxes
108 
111 
13 
(265)
135 
Net change in other assets and liabilities
62 
(10)
(117)
(190)
(144)
Cash provided by operating activities from continuing operations
680 
473 
(652)
1,353 
2,860 
Investing Activities:
 
 
 
 
 
Capital expenditures
(18)
(9)
(26)
(61)
(50)
Acquisitions, net of cash acquired
Proceeds from dispositions
 
63 
35 
 
Changes in short-term investments
Cash used for investing activities from continuing operations
(18)
(9)
37 
(26)
(50)
Financing Activities:
 
 
 
 
 
Proceeds from issuance of senior notes, net
690 
 
 
 
 
(Payments on) / additions to short-term debt
 
 
 
(457)
457 
Payments on senior notes
 
 
 
 
(400)
Dividends paid to shareholders
(185)
(164)
(326)
(308)
(984)
Dividends and other payments paid to noncontrolling interests
Repurchase of treasury shares
(274)
(362)
(362)
(978)
(295)
Exercise of stock options
71 
130 
184 
254 
299 
Contingent payments
 
 
Purchase of additional CRISIL shares
 
 
 
 
Excess tax benefits from share-based payments
38 
82 
128 
43 
42 
Intercompany financing activities
(1,870)
(200)
1,367 
(43)
(3,402)
Cash used for financing activities from continuing operations
(1,530)
(514)
991 
(1,489)
(4,283)
Effect of exchange rate changes on cash from continuing operations
(3)
Cash provided by (used for) continuing operations
(871)
(50)
379 
(154)
(1,471)
Cash provided by (used for) operating activities
14 
18 
720 
1,301 
Cash provided by (used for) investing activities
 
 
320 
Cash used for financing activities
 
 
 
Effect of exchange rate changes on cash
 
 
 
Effect of change in cash and equivalents
 
 
 
 
Cash provided by discontinued operations
14 
338 
720 
1,301 
Net change in cash and equivalents
(871)
(36)
717 
566 
(170)
Cash and equivalents at beginning of year
1,402 
685 
685 
119 
289 
Cash and equivalents at end of year
531 
649 
1,402 
685 
119 
Standard & Poor's Financial Services, LLC
 
 
 
 
 
Net Cash Provided by (Used in) Operating Activities [Abstract]
 
 
 
 
 
Net (loss) income
487 
404 
(519)
669 
614 
Less: income (loss) from discontinued operations
 
Net (loss) income from continuing operations
 
404 
(519)
669 
614 
Adjustments to reconcile (loss) income from continuing operations to cash provided by operating activities from continuing operations:
 
 
 
 
 
Depreciation
10 
17 
19 
19 
Amortization of intangibles
Provision for losses on accounts receivable
(2)
(3)
16 
Deferred income taxes
161 
(272)
(41)
Stock-based compensation
11 
15 
34 
33 
32 
Accrued legal and regulatory settlements
 
 
1,587 
Other
10 
39 
10 
23 
Changes in operating assets and liabilities, net of effect of acquisitions and dispositions:
 
 
 
 
 
Accounts receivable
(23)
41 
47 
(4)
(53)
Prepaid and other current assets
(3)
(4)
(17)
(7)
(18)
Accounts payable and accrued expenses
(43)
(110)
(47)
18 
(71)
Unearned revenue
15 
(3)
26 
43 
(29)
Accrued legal and regulatory settlements
1,609 
 
 
 
 
Other current liabilities
(3)
(8)
10 
(24)
(21)
Net change in prepaid / accrued income taxes
(3)
Net change in other assets and liabilities
84 
Cash provided by operating activities from continuing operations
(986)
346 
918 
845 
479 
Investing Activities:
 
 
 
 
 
Capital expenditures
(4)
(9)
(14)
(19)
(23)
Acquisitions, net of cash acquired
Proceeds from dispositions
 
 
Changes in short-term investments
Cash used for investing activities from continuing operations
(4)
(9)
(14)
(19)
(23)
Financing Activities:
 
 
 
 
 
Proceeds from issuance of senior notes, net
 
 
 
 
(Payments on) / additions to short-term debt
 
 
 
Payments on senior notes
 
 
 
 
Dividends paid to shareholders
Dividends and other payments paid to noncontrolling interests
Repurchase of treasury shares
Exercise of stock options
Contingent payments
 
 
Purchase of additional CRISIL shares
 
 
 
 
Excess tax benefits from share-based payments
Intercompany financing activities
990 
(337)
(904)
(826)
(456)
Cash used for financing activities from continuing operations
990 
(337)
(904)
(826)
(456)
Effect of exchange rate changes on cash from continuing operations
Cash provided by (used for) continuing operations
Cash provided by (used for) operating activities
Cash provided by (used for) investing activities
 
 
Cash used for financing activities
 
 
 
Effect of exchange rate changes on cash
 
 
 
Effect of change in cash and equivalents
 
 
 
 
Cash provided by discontinued operations
Net change in cash and equivalents
Cash and equivalents at beginning of year
Cash and equivalents at end of year
Non-Guarantor Subsidiaries
 
 
 
 
 
Net Cash Provided by (Used in) Operating Activities [Abstract]
 
 
 
 
 
Net (loss) income
365 
279 
637 
423 
245 
Less: income (loss) from discontinued operations
 
(134)
(33)
Net (loss) income from continuing operations
 
279 
637 
557 
278 
Adjustments to reconcile (loss) income from continuing operations to cash provided by operating activities from continuing operations:
 
 
 
 
 
Depreciation
14 
13 
28 
27 
29 
Amortization of intangibles
21 
22 
44 
46 
42 
Provision for losses on accounts receivable
14 
15 
Deferred income taxes
143 
(15)
(6)
Stock-based compensation
15 
16 
35 
28 
37 
Accrued legal and regulatory settlements
 
 
Other
11 
20 
18 
(4)
Changes in operating assets and liabilities, net of effect of acquisitions and dispositions:
 
 
 
 
 
Accounts receivable
(114)
(53)
(45)
(29)
(261)
Prepaid and other current assets
(53)
52 
(8)
21 
Accounts payable and accrued expenses
(115)
(13)
91 
Unearned revenue
45 
30 
44 
49 
41 
Accrued legal and regulatory settlements
 
 
 
 
Other current liabilities
(2)
(27)
(6)
(22)
(18)
Net change in prepaid / accrued income taxes
11 
(3)
(109)
30 
(16)
Net change in other assets and liabilities
(96)
(34)
57 
(4)
(54)
Cash provided by operating activities from continuing operations
246 
251 
748 
718 
195 
Investing Activities:
 
 
 
 
 
Capital expenditures
(20)
(19)
(52)
(37)
(23)
Acquisitions, net of cash acquired
(2)
(16)
(71)
(47)
(177)
Proceeds from dispositions
14 
 
20 
16 
 
Changes in short-term investments
(7)
15 
(17)
27 
Cash used for investing activities from continuing operations
(15)
(34)
(88)
(85)
(173)
Financing Activities:
 
 
 
 
 
Proceeds from issuance of senior notes, net
 
 
 
 
(Payments on) / additions to short-term debt
 
 
 
Payments on senior notes
 
 
 
 
Dividends paid to shareholders
Dividends and other payments paid to noncontrolling interests
(49)
(30)
(84)
(75)
(24)
Repurchase of treasury shares
Exercise of stock options
Contingent payments
 
(11)
(11)
(12)
 
Purchase of additional CRISIL shares
 
 
 
(214)
 
Excess tax benefits from share-based payments
Intercompany financing activities
43 
(87)
(268)
(1,265)
1,025 
Cash used for financing activities from continuing operations
(4)
(125)
(354)
(1,562)
1,001 
Effect of exchange rate changes on cash from continuing operations
(4)
19 
(68)
(9)
Cash provided by (used for) continuing operations
223 
111 
238 
(938)
1,026 
Cash provided by (used for) operating activities
(129)
(951)
(735)
Cash provided by (used for) investing activities
 
 
2,129 
(199)
Cash used for financing activities
 
 
 
(25)
(12)
Effect of exchange rate changes on cash
 
 
 
Effect of change in cash and equivalents
 
 
 
 
12 
Cash provided by discontinued operations
(129)
1,154 
(931)
Net change in cash and equivalents
94 
111 
238 
216 
95 
Cash and equivalents at beginning of year
1,095 
857 
857 
641 
546 
Cash and equivalents at end of year
$ 1,189 
$ 968 
$ 1,095 
$ 857 
$ 641