Table of Contents

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

___________________________________

FORM 10-Q

___________________________________

x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended September 30, 2022

OR

o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from____________to____________

Commission file number 001-33812

________________________________________

MSCI INC.

(Exact Name of Registrant as Specified in its Charter)

________________________________________

Delaware	13-4038723
(State or other jurisdiction of Incorporation or Organization)	(I.R.S. Employer Identification Number)
7 World Trade Center 250 Greenwich Street, 49th Floor New York, New York	10007
(Address of Principal Executive Offices)	(Zip Code)

Registrant’s telephone number, including area code: (212) 804-3900

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common stock, par value $0.01 per share	MSCI	New York Stock Exchange

________________________________________

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes  x  No  o

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes  x  No  o

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer	x	Accelerated filer	o
Non-accelerated filer	o	Smaller reporting company	o
		Emerging growth company	o

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No x

As of October 18, 2022, there were 79,958,166 shares of the registrant’s common stock, par value $0.01, outstanding.

Table of Contents

FOR THE QUARTER ENDED SEPTEMBER 30, 2022

TABLE OF CONTENTS

		Page
	Part I – Financial Information
Item 1.	Financial Statements	4
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	24
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	43
Item 4.	Controls and Procedures	44
	Part II – Other Information
Item 1.	Legal Proceedings	45
Item 1A.	Risk Factors	45
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	45
Item 5.	Other Information	47
Item 6.	Exhibits	48

2

Table of Contents

AVAILABLE INFORMATION

Our corporate headquarters is located at 7 World Trade Center, 250 Greenwich Street, 49th Floor, New York, New York, 10007, and our telephone number is (212) 804-3900. We maintain a website on the internet at www.msci.com. The contents of our website are not a part of or incorporated by reference in this Quarterly Report on Form 10-Q.

We file annual, quarterly and current reports, proxy statements and other information with the Securities and Exchange Commission (the “SEC”). The SEC maintains a website that contains reports, proxy and information statements and other information that we file electronically with the SEC at www.sec.gov. We also make available free of charge, on or through our website, these reports, proxy statements and other information as soon as reasonably practicable following the time they are electronically filed with or furnished to the SEC. To access these, click on the “SEC Filings” link found on our Investor Relations homepage (http://ir.msci.com).

We also use our Investor Relations homepage, Corporate Responsibility homepage and corporate Twitter account (@MSCI_Inc) as channels of distribution of Company information. The information we post through these channels may be deemed material.

Accordingly, investors should monitor these channels, in addition to following our press releases, SEC filings and public conference calls and webcasts. In addition, you may automatically receive email alerts and other information about us when you enroll your email address by visiting the “Email Alert Subscription” section of our Investor Relations homepage at http://ir.msci.com/alerts.cfm. The contents of our website, including our Investor Relations homepage, Corporate Responsibility homepage and social media channels are not, however, a part of or incorporated by reference in this Quarterly Report on Form 10-Q.

FORWARD-LOOKING STATEMENTS

We have included in this Quarterly Report on Form 10-Q, and from time to time may make in our public filings, press releases or other public statements, certain statements that constitute forward-looking statements. In addition, our management may make forward-looking statements to analysts, investors, representatives of the media and others. These forward-looking statements are not historical facts and represent only MSCI’s beliefs regarding future events, many of which, by their nature, are inherently uncertain and beyond our control.

In some cases, you can identify forward-looking statements by the use of words such as “may,” “could,” “expect,” “intend,” “plan,” “seek,” “anticipate,” “believe,” “estimate,” “predict,” “potential” or “continue,” or the negative of these terms or other comparable terminology. Statements concerning our financial position, business strategy and plans or objectives for future operations are forward-looking statements. You should not place undue reliance on forward-looking statements because they involve known and unknown risks, uncertainties and other factors that are, in some cases, beyond our control and that could materially affect our actual results, levels of activity, performance or achievements. Such risks and uncertainties include those set forth under “Risk Factors” in Part I, Item 1A of the 2021 Annual Report on Form 10-K filed with the SEC on February 11, 2022. Other factors that could materially affect actual results, levels of activity, performance or achievements can be found in quarterly reports on Form 10-Q and current reports on Form 8-K filed or furnished with the SEC. The forward-looking statements in this report speak only as of the time they are made and do not necessarily reflect our outlook at any other point in time. We undertake no obligation to update publicly any forward-looking statements, whether as a result of new information, future events or for any other reason. Therefore, readers should carefully review the risk factors set forth in other reports or documents we file from time to time with the SEC.

3

Table of Contents

PART I – FINANCIAL INFORMATION

Item 1.    Financial Statements

MSCI INC.

CONDENSED CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION

(in thousands, except per share and share data)

	As of
	September 30,		December 31,
	2022		2021
	(unaudited)
ASSETS
Current assets:
Cash and cash equivalents	$	867,112	$	1,421,449
Accounts receivable, net of allowances	525,360		664,511
Prepaid income taxes	82,678		5,951
Prepaid and other assets	51,758		51,499
Total current assets	1,526,908		2,143,410
Property, equipment and leasehold improvements, net	54,341		66,715
Right of use assets	131,772		144,584
Goodwill	2,226,141		2,236,386
Intangible assets, net	565,582		593,341
Equity method investment	215,370		218,763
Deferred tax assets	27,939		40,119
Other non-current assets	29,474		63,385
Total assets	$	4,777,527	$	5,506,703
LIABILITIES AND SHAREHOLDERS’ EQUITY (DEFICIT)
Current liabilities:
Accounts payable	$	5,303	$	13,448
Income taxes payable	3,770		59,635
Accrued compensation and related benefits	142,282		207,640
Current portion of long-term debt	8,711		—
Other accrued liabilities	171,476		145,302
Deferred revenue	735,710		824,912
Total current liabilities	1,067,252		1,250,937
Long-term debt	4,504,291		4,161,422
Long-term operating lease liabilities	137,265		150,029
Deferred tax liabilities	47,142		3,650
Other non-current liabilities	98,968		104,132
Total liabilities	5,854,918		5,670,170
Commitments and Contingencies (see Note 8)
Shareholders’ equity (deficit):
Preferred stock (par value $0.01, 100,000,000 shares authorized; no shares issued)	—		—
Common stock (par value $0.01; 750,000,000 common shares authorized; 133,620,870    and 133,162,178 common shares issued and 80,121,138 and 82,439,449 common    shares outstanding at September 30, 2022 and December 31, 2021, respectively)	1,336		1,332
Treasury shares, at cost (53,499,732 and 50,722,729 common shares held at September 30, 2022 and December 31, 2021, respectively)	(5,867,881)		(4,540,144)
Additional paid in capital	1,504,274		1,457,623
Retained earnings	3,358,892		2,976,517
Accumulated other comprehensive loss	(74,012)		(58,795)
Total shareholders’ equity (deficit)	(1,077,391)		(163,467)
Total liabilities and shareholders’ equity (deficit)	$	4,777,527	$	5,506,703

See Notes to Condensed Consolidated Financial Statements (Unaudited)

4

Table of Contents

MSCI INC.

CONDENSED CONSOLIDATED STATEMENTS OF INCOME

(in thousands, except per share data)

	Three Months Ended September 30,				Nine Months Ended September 30,
	2022		2021		2022		2021
	(unaudited)
Operating revenues	$	560,639	$	517,099	$	1,672,390	$	1,493,702
Operating expenses:
Cost of revenues (exclusive of depreciation and amortization)	98,418		89,674		301,957		262,781
Selling and marketing	65,545		59,819		192,671		174,477
Research and development	25,941		28,352		78,179		80,745
General and administrative	30,702		38,110		112,993		103,020
Amortization of intangible assets	23,375		14,105		67,274		59,569
Depreciation and amortization of property, equipment and    leasehold improvements	7,127		6,809		20,426		20,972
Total operating expenses	251,108		236,869		773,500		701,564
Operating income	309,531		280,230		898,890		792,138
Interest income	(3,938)		(396)		(5,160)		(1,129)
Interest expense	44,162		42,137		125,961		119,278
Other expense (income)	103		37,839		(90)		61,616
Other expense (income), net	40,327		79,580		120,711		179,765
Income before provision for income taxes	269,204		200,650		778,179		612,373
Provision for income taxes	52,612		30,774		122,577		80,255
Net income	$	216,592	$	169,876	$	655,602	$	532,118
Earnings per share:
Basic	$	2.69	$	2.06	$	8.09	$	6.45
Diluted	$	2.68	$	2.03	$	8.05	$	6.38
Weighted average shares outstanding:
Basic	80,500		82,470		81,001		82,521
Diluted	80,874		83,554		81,481		83,446

See Notes to Condensed Consolidated Financial Statements (Unaudited)

5

Table of Contents

MSCI INC.

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

(in thousands)

	Three Months Ended September 30,				Nine Months Ended September 30,
	2022		2021		2022		2021
	(unaudited)
Net income	$	216,592	$	169,876	$	655,602	$	532,118
Other comprehensive (loss) income:
Foreign currency translation adjustments	(10,978)		(3,226)		(25,724)		(4,052)
Income tax effect	1,453		422		3,921		999
Foreign currency translation adjustments, net	(9,525)		(2,804)		(21,803)		(3,053)
Pension and other post-retirement adjustments	293		186		7,779		383
Income tax effect	(79)		(48)		(1,193)		(146)
Pension and other post-retirement adjustments, net	214		138		6,586		237
Other comprehensive (loss) income, net of tax	(9,311)		(2,666)		(15,217)		(2,816)
Comprehensive income	$	207,281	$	167,210	$	640,385	$	529,302

See Notes to Condensed Consolidated Financial Statements (Unaudited)

6

Table of Contents

MSCI INC.

CONDENSED CONSOLIDATED STATEMENTS OF SHAREHOLDERS’ EQUITY (DEFICIT)

(in thousands)

	Common Stock		Treasury Stock		Additional Paid in Capital		Retained Earnings		Accumulated Other Comprehensive Income (Loss)		Total
	(unaudited)
Balance at December 31, 2021	$	1,332	$	(4,540,144)	$	1,457,623	$	2,976,517	$	(58,795)	$	(163,467)
Net income							228,423				228,423
Dividends declared ($1.04 per common share)							(87,280)				(87,280)
Dividends paid in shares					77						77
Other comprehensive income (loss), net of tax									(2,022)		(2,022)
Common stock issued	4										4
Shares withheld for tax withholding and exercises			(105,000)								(105,000)
Compensation payable in common stock					22,754						22,754
Common stock repurchased and held in treasury			(772,657)								(772,657)
Common stock issued to Directors and    (held in)/released from treasury			(21)								(21)
Balance at March 31, 2022	1,336		(5,417,822)		1,480,454		3,117,660		(60,817)		(879,189)
Net income							210,587				210,587
Dividends declared ($1.04 per common share)							(84,593)				(84,593)
Dividends paid in shares					22						22
Other comprehensive income (loss), net of tax									(3,884)		(3,884)
Common stock issued											—
Shares withheld for tax withholding and exercises			(3,862)								(3,862)
Compensation payable in common stock					11,858						11,858
Common stock repurchased and held in treasury			(276,994)								(276,994)
Common stock issued to Directors and    (held in)/released from treasury			(391)								(391)
Balance at June 30, 2022	1,336		(5,699,069)		1,492,334		3,243,654		(64,701)		(1,026,446)
Net income							216,592				216,592
Dividends declared ($1.25 per common share)							(101,354)				(101,354)
Dividends paid in shares					27						27
Other comprehensive income (loss), net of tax									(9,311)		(9,311)
Common stock issued											—
Shares withheld for tax withholding and exercises			(3,741)								(3,741)
Compensation payable in common stock					11,913						11,913
Common stock repurchased and held in treasury			(165,044)								(165,044)
Common stock issued to Directors and    (held in)/released from treasury			(27)								(27)
Balance at September 30, 2022	$	1,336	$	(5,867,881)	$	1,504,274	$	3,358,892	$	(74,012)	$	(1,077,391)

See Notes to Condensed Consolidated Financial Statements (Unaudited)

7

Table of Contents

MSCI INC.

CONDENSED CONSOLIDATED STATEMENTS OF SHAREHOLDERS’ EQUITY (DEFICIT)

(in thousands)

	Common Stock		Treasury Stock		Additional Paid in Capital		Retained Earnings		Accumulated Other Comprehensive Income (Loss)		Total
	(unaudited)
Balance at December 31, 2020	$	1,328	$	(4,342,535)	$	1,402,537	$	2,554,295	$	(58,859)	$	(443,234)
Net income							196,819				196,819
Dividends declared ($0.78 per common share)							(65,947)				(65,947)
Dividends paid in shares					66						66
Other comprehensive income (loss), net of tax									(957)		(957)
Common stock issued	3										3
Shares withheld for tax withholding and exercises			(52,814)								(52,814)
Compensation payable in common stock					18,842						18,842
Common stock repurchased and held in treasury			(134,340)								(134,340)
Common stock issued to Directors and    (held in)/released from treasury			(20)								(20)
Balance at March 31, 2021	1,331		(4,529,709)		1,421,445		2,685,167		(59,816)		(481,582)
Net income							165,423				165,423
Dividends declared ($0.78 per common share)							(64,863)				(64,863)
Dividends paid in shares					20						20
Other comprehensive income (loss), net of tax									807		807
Common stock issued											—
Shares withheld for tax withholding and exercises			(620)								(620)
Compensation payable in common stock					12,252						12,252
Common stock repurchased and held in treasury											—
Common stock issued to Directors and    (held in)/released from treasury			756								756
Balance at June 30, 2021	1,331		(4,529,573)		1,433,717		2,785,727		(59,009)		(367,807)
Net income							169,876				169,876
Dividends declared ($1.04 per common share)							(86,476)				(86,476)
Dividends paid in shares					21						21
Other comprehensive income (loss), net of tax									(2,666)		(2,666)
Common stock issued	1										1
Shares withheld for tax withholding and exercises			(5,286)								(5,286)
Compensation payable in common stock					12,263						12,263
Common stock repurchased and held in treasury											—
Common stock issued to Directors and    (held in)/released from treasury			49								49
Balance at September 30, 2021	$	1,332	$	(4,534,810)	$	1,446,001	$	2,869,127	$	(61,675)	$	(280,025)

See Notes to Condensed Consolidated Financial Statements (Unaudited)

8

Table of Contents

MSCI INC.

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(in thousands)

	Nine Months Ended September 30,
	2022		2021
	(unaudited)
Cash flows from operating activities
Net income	$	655,602	$	532,118
Adjustments to reconcile net income to net cash provided by operating activities:
Amortization of intangible assets	67,274		59,569
Stock-based compensation expense	46,432		43,218
Depreciation and amortization of property, equipment and leasehold improvements	20,426		20,972
Amortization of right of use assets	18,555		18,255
Loss on impairment of right of use assets, net	705		—
Amortization of debt origination fees	3,868		3,658
Loss on extinguishment of debt	—		59,103
Deferred taxes	59,324		(101,840)
Other adjustments	(3,654)		5,706
Changes in assets and liabilities:
Accounts receivable	127,043		69,324
Prepaid income taxes	(77,908)		4,165
Prepaid and other assets	(1,678)		(2,178)
Other non-current assets	32,547		332
Accounts payable	(8,144)		(6,347)
Accrued compensation and related benefits	(58,042)		(206)
Income taxes payable	(52,939)		11,981
Other accrued liabilities	31,297		7,201
Deferred revenue	(66,982)		(57,932)
Long-term operating lease liabilities	(19,492)		(15,644)
Other non-current liabilities	6,105		5,763
Other	(397)		(813)
Net cash provided by operating activities	779,942		656,405
Cash flows from investing activities
Capitalized software development costs	(44,425)		(29,078)
Capital expenditures	(8,012)		(7,119)
Acquisition of a business, net of cash acquired	—		(948,695)
Acquisition of equity method investment	(5)		(77)
Other	29		(910)
Net cash used in investing activities	(52,413)		(985,879)
Cash flows from financing activities
Proceeds from borrowings, inclusive of premium	355,000		1,803,750
Repayment of borrowings	(5,000)		(1,051,810)
Repurchase of common stock held in treasury	(1,327,298)		(193,060)
Payment of dividends	(272,759)		(216,496)
Payment of debt issuance costs in connection with debt	(2,559)		(21,135)
Payment of contingent consideration	(211)		—
Net cash (used in) provided by financing activities	(1,252,827)		321,249
Effect of exchange rate changes	(29,039)		(7,632)
Net (decrease) increase in cash	(554,337)		(15,857)
Cash and cash equivalent, beginning of period	1,421,449		1,300,521
Cash and cash equivalent, end of period	$	867,112	$	1,284,664
Supplemental disclosure of cash flow information:
Cash paid for interest	$	107,162	$	101,631
Cash paid for income taxes, net of refunds received	$	154,725	$	163,732
Supplemental disclosure of non-cash investing activities
Property, equipment and leasehold improvements in other accrued liabilities	$	1,926	$	4,821
Supplemental disclosure of non-cash financing activities
Cash dividends declared, but not yet paid	$	3,270	$	2,096

See Notes to Condensed Consolidated Financial Statements (Unaudited)

9

Table of Contents

MSCI INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

1. INTRODUCTION AND BASIS OF PRESENTATION

MSCI Inc., together with its wholly owned subsidiaries (the “Company” or “MSCI”) is a leading provider of critical decision support tools and solutions for the global investment community. Our mission-critical offerings help investors address the challenges of a transforming investment landscape and power better investment decisions. Leveraging our knowledge of the global investment process and our expertise in research, data and technology, we enable our clients to understand and analyze key drivers of risk and return and confidently and efficiently build more effective portfolios. Our products and services include indexes; portfolio construction and risk management tools; environmental, social and governance (“ESG”) and climate solutions; and real estate market and transaction data and analysis.

Basis of Presentation and Use of Estimates

These unaudited condensed consolidated financial statements include the accounts of MSCI and its wholly owned subsidiaries and include all adjustments of a normal, recurring nature necessary to state fairly the financial condition as of September 30, 2022 and December 31, 2021, the results of operations, comprehensive income and shareholders’ equity (deficit) for the three and nine months ended September 30, 2022 and 2021 and cash flows for the nine months ended September 30, 2022 and 2021. The unaudited condensed consolidated statement of financial condition and related financial statement information as of December 31, 2021 have been derived from the 2021 audited consolidated financial statements but do not include all disclosures required by accounting principles generally accepted in the United States of America (“GAAP”). The accompanying unaudited condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements and notes included in MSCI’s Annual Report on Form 10-K for the year ended December 31, 2021. The results of operations for interim periods are not necessarily indicative of results for the entire year.

The Company’s unaudited condensed consolidated financial statements are prepared in accordance with GAAP. The Company makes certain estimates and judgments that can affect the reported amounts of assets and liabilities as of the date of the unaudited condensed consolidated financial statements, as well as the reported amounts of operating revenues and expenses during the periods presented. Significant estimates and judgments made by management include such examples as assessment of impairment of goodwill and intangible assets and income taxes. The Company believes that estimates used in the preparation of these unaudited condensed consolidated financial statements are reasonable; however, actual results could differ materially from these estimates. Inter-company balances and transactions are eliminated in consolidation.

Concentrations

For the nine months ended September 30, 2022 and 2021, BlackRock, Inc. (“BlackRock”) accounted for 10.5% and 12.9% of the Company’s consolidated operating revenues, respectively. For the nine months ended September 30, 2022 and 2021, BlackRock accounted for 17.7% and 20.6% of the Index segment’s operating revenues, respectively. No single customer represented 10.0% or more of operating revenues within the Analytics, ESG and Climate or All Other – Private Assets segments for the nine months ended September 30, 2022 and 2021.

Allowance for Doubtful Accounts

Changes in the allowance for doubtful accounts from December 31, 2020 to September 30, 2022 were as follows:

	Amount
	(in thousands)
Balance as of December 31, 2020	$	1,583
Addition (reduction) to credit loss expense	1,210
Write-offs, net of recoveries	(456)
Balance as of December 31, 2021	$	2,337
Addition (reduction) to credit loss expense	855
Adjustments and write-offs, net of recoveries	(569)
Balance as of September 30, 2022	$	2,623

10

Table of Contents

2. RECENT ACCOUNTING STANDARDS UPDATES

There are no pending accounting standards updates that are currently expected to have a material impact on the Company.

3. REVENUE RECOGNITION

MSCI’s operating revenues are reported by product type, which generally reflects the timing of recognition. The Company’s operating revenue types are recurring subscriptions, asset-based fees and non-recurring revenues. The Company also disaggregates operating revenues by segment.

The tables that follow present the disaggregated operating revenues for the periods indicated:

	For the Three Months Ended September 30, 2022
	Segments
(in thousands)	Index		Analytics		ESG and Climate		All Other - Private Assets		Total
Operating Revenue Types
Recurring subscriptions	$	185,531	$	142,751	$	56,353	$	35,581	$	420,216
Asset-based fees	125,620		—		—		—		125,620
Non-recurring	11,089		2,164		1,242		308		14,803
Total	$	322,240	$	144,915	$	57,595	$	35,889	$	560,639

	For the Nine Months Ended September 30, 2022
	Segments
(in thousands)	Index		Analytics		ESG and Climate		All Other - Private Assets		Total
Operating Revenue Types
Recurring subscriptions	$	539,740	$	420,047	$	160,962	$	106,276	$	1,227,025
Asset-based fees	402,889		—		—		—		402,889
Non-recurring	31,319		6,349		3,790		1,018		42,476
Total	$	973,948	$	426,396	$	164,752	$	107,294	$	1,672,390

	For the Three Months Ended September 30, 2021
	Segments
(in thousands)	Index		Analytics		ESG and Climate		All Other - Private Assets		Total
Operating Revenue Types
Recurring subscriptions	$	165,310	$	134,320	$	42,592	$	15,418	$	357,640
Asset-based fees	141,745		—		—		—		141,745
Non-recurring	14,448		1,978		1,099		189		17,714
Total	$	321,503	$	136,298	$	43,691	$	15,607	$	517,099

	For the Nine Months Ended September 30, 2021
	Segments
(in thousands)	Index		Analytics		ESG and Climate		All Other - Private Assets		Total
Operating Revenue Types
Recurring subscriptions	$	480,488	$	399,360	$	115,299	$	48,355	$	1,043,502
Asset-based fees	404,593		—		—		—		404,593
Non-recurring	34,876		6,857		2,450		1,424		45,607
Total	$	919,957	$	406,217	$	117,749	$	49,779	$	1,493,702

11

Table of Contents

The tables that follow present the change in accounts receivable, net of allowances, and current deferred revenue between the dates indicated:

	Accounts receivable, net		Deferred revenue
	(in thousands)
Opening (December 31, 2021)	$	664,511	$	824,912
Closing (September 30, 2022)	525,360		735,710
Increase/(decrease)	$	(139,151)	$	(89,202)

	Accounts receivable, net		Deferred revenue
	(in thousands)
Opening (December 31, 2020)	$	558,569	$	675,870
Closing (September 30, 2021)	496,726		643,352
Increase/(decrease)	$	(61,843)	$	(32,518)

The amounts of revenue recognized in the periods that were included in the opening current deferred revenue, which reflects contract liability amounts, were $149.4 million and $722.0 million for the three and nine months ended September 30, 2022, respectively and $145.2 million and $623.8 million for the three and nine months ended September 30, 2021, respectively. The difference between the opening and closing balances of the Company’s deferred revenue is primarily driven by an increase in the amortization of deferred revenue to operating revenues, partially offset by an increase in billings. As of September 30, 2022 and December 31, 2021, the Company carried a long-term deferred revenue balance of $27.7 million and $23.4 million, respectively, in “Other non-current liabilities” on the Unaudited Condensed Consolidated Statement of Financial Condition.

For contracts that have a duration of one year or less, the Company has not disclosed either the remaining performance obligation as of the end of the reporting period or when the Company expects to recognize the revenue. The remaining performance obligations for contracts that have a duration of greater than one year and the periods in which they are expected to be recognized are as follows:

	As of
	September 30,
	2022
	(in thousands)
First 12-month period	$	572,644
Second 12-month period	332,957
Third 12-month period	138,779
Periods thereafter	84,390
Total	$	1,128,770

4. EARNINGS PER COMMON SHARE

Basic earnings per share (“EPS”) is computed by dividing net income by the weighted average number of common shares outstanding during the period. Diluted EPS reflects the assumed conversion of all dilutive securities, including, when applicable, restricted stock units (“RSUs”), performance stock units (“PSUs”) and performance stock options (“PSOs”).

12

Table of Contents

The following table presents the computation of basic and diluted EPS:

	Three Months Ended September 30,				Nine Months Ended September 30,
	2022		2021		2022		2021
(in thousands, except per share data)
Net income	$	216,592	$	169,876	$	655,602	$	532,118
Basic weighted average common shares outstanding	80,500		82,470		81,001		82,521
Effect of dilutive securities:
PSUs, RSUs and PSOs	374		1,084		480		925
Diluted weighted average common shares outstanding	80,874		83,554		81,481		83,446
Earnings per common share:
Basic	$	2.69	$	2.06	$	8.09	$	6.45
Diluted	$	2.68	$	2.03	$	8.05	$	6.38

5. ACQUISITIONS

On September 13, 2021, MSCI acquired all of the issued and outstanding preferred and common shares of Real Capital Analytics, Inc (“RCA”) for an aggregate cash purchase price of $949.0 million. This acquisition expands MSCI’s suite of real estate solutions, providing the real estate industry with data, analytics and support tools to manage investments and understand performance and risk, including climate risk, within their portfolios. RCA has been accounted for as a business combination using the acquisition method of accounting and has been integrated into the All Other – Private Assets reportable segment, as a component of the Real Assets operating segment. A portion of RCA’s client agreements do not have automatic renewal clauses at the end of the subscription period. Due to the historically high retention rate and expectation that a substantial portion of the client agreements will be renewed, the associated revenue is recorded as recurring subscription revenue.

The table below represents the final purchase price allocation to total assets acquired and liabilities assumed based on their respective estimated fair values as of September 13, 2021 and the associated estimated useful lives at that date. In the fourth quarter of 2021, the Company early adopted ASU 2021-08, which resulted in an increase to deferred revenue and goodwill and a decrease in deferred tax liabilities recorded as of the opening balance sheet date.

13

Table of Contents

	Estimated Useful Life	Fair Value
		(in thousands)
Accounts receivable