Parent Company Information

12 Months Ended

Dec. 31, 2019

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Parent Company Information

Note 20: Parent Company Information

Cushman & Wakefield plc
Parent Company Information
Condensed Balance Sheets
	As of December 31,
(in millions, except per share data)	2019			2018
Assets
Cash	$	10.7		$	10.5
Accounts receivables	85.4			34.9
Investments in subsidiaries	1,270.9			1,348.9
Total assets	$	1,367.0		$	1,394.3
Liabilities and Equity
Liabilities
Trade and other payables	$	65.7		$	34.2
Total liabilities	65.7			34.2
Equity
Ordinary shares, nominal value $0.10 per share, 219.5 shares issued and outstanding at December 31, 2019 and ordinary shares nominal value $0.10 per share, 216.6 shares issued and outstanding at December 31, 2018	22.0			21.7
Additional paid-in-capital	2,819.5			2,791.2
Treasury stock, at cost	(0.4		)	—
Accumulated deficit	(1,297.0		)	(1,298.4		)
Accumulated other comprehensive loss	(242.8		)	(154.4		)
Total equity	1,301.3			1,360.1
Total liabilities and equity	$	1,367.0		$	1,394.3

Parent Company Information
Condensed Statements of Operations and Comprehensive Income (Loss)
	Year Ended December 31,
(in millions)	2019			2018			2017
Interest and other income	$	—		$	2.6		$	—
Interest and other expense	(0.2		)	(17.9		)	(5.8		)
Income (loss) in earnings of subsidiaries	0.4			(170.5		)	(215.5		)
Income (loss) before taxes	0.2			(185.8		)	(221.3		)
Net income (loss) attributable to the Parent Company	0.2			(185.8		)	(221.3		)
Other comprehensive income (loss) of subsidiaries	(88.4		)	(67.2		)	61.3
Comprehensive loss attributable to the Parent Company	$	(88.2	)	$	(253.0	)	$	(160.0	)

Cushman & Wakefield plc
Parent Company Information
Condensed Statements of Cash Flows
	Year Ended December 31,
(in millions)	2019			2018			2017
Cash flows from operating activities:
Net income (loss)	$	0.2		$	(185.8	)	$	(221.3	)
Reconciliation of net income (loss) to net cash (used in) provided by operating activities:
(Income) loss in earnings of subsidiaries	(0.4		)	170.5			215.5
Unrealized foreign exchange gain	—			—			—
Increase in trade and other receivables	—			(128.7		)	—
Increase in trade and other payables	—			20.0			0.5
Increase in other liabilities	—			6.2			5.8
Net cash (used in) provided by operating activities	(0.2		)	(117.8		)	0.5
Cash flows from investing activities:
Investment in subsidiaries	—			(865.5		)	(22.5		)
Net cash used in investing activities	—			(865.5		)	(22.5		)
Cash flows from financing activities:
Proceeds from issuance of common stock	0.3			—			22.0
Proceeds from initial public offering, net of underwriting	—			831.4			—
Proceeds from private placement	—			179.5			—
Payments of initial public offering and private placement costs	—			(17.3		)	—
Other financing activities	0.1			0.2			—
Net cash provided by financing activities	0.4			993.8			22.0
Change in cash and cash equivalents	0.2			10.5			—
Cash and cash equivalents, beginning of year	10.5			—			—
Cash and cash equivalents, end of year	$	10.7		$	10.5		$	—
Supplemental disclosure of non-cash activities:
Accretion of deferred purchase obligation	—			19.7			20.8
Capital contributions to subsidiaries	—			—			6.2
Stock-based compensation	61.3			51.4			43.3
Acquisition and disposal of non-controlling interest	—			—			2.0

Background and basis of presentation

DTZ Jersey Holdings Limited (together with its subsidiaries, the “Company”) was formed on August 21, 2014, by investment funds affiliated with TPG Capital, L.P. (“TPG”), PAG Asia Capital Limited (“PAG”) and Ontario Teachers’ Pension Plan (“OTPP”) (collectively, the “Sponsors”). On November 5, 2014, DTZ Jersey Holdings Limited acquired 100% of the combined DTZ group for $1.1 billion from UGL Limited (the “DTZ Acquisition”). On September 1, 2015, the Company acquired 100% of C&W Group, Inc. (“Cushman & Wakefield” or “C&W” and also defined as the “C&W Group merger”) for $1.9 billion.

On July 6, 2018, the shareholders of DTZ Jersey Holdings Limited exchanged their shares in DTZ Jersey Holdings Limited for interests in newly issued shares of Cushman & Wakefield Limited, a private limited company incorporated in England and Wales (the “Share Exchange”). On July 12, 2018, Cushman & Wakefield Limited reduced the nominal value of each ordinary share issued to $0.01 (“Capital Reduction”). On July 19, 2018, Cushman & Wakefield Limited re-registered as a public limited company organized under the laws of England and Wales (the “Re-registration”) named Cushman & Wakefield plc (the “Parent Company”). Cushman & Wakefield plc is a holding company that conducts substantially all of its business operations through its subsidiaries.

The accompanying condensed financial statements include the accounts of the Parent Company and reflect the activity of DTZ Jersey Holdings Limited though the date of the Re-registration. The investments in subsidiaries and affiliates are reported on an equity method basis. Accordingly, these condensed financial statements have been presented on a “parent-only” basis. These parent-only financial statements should be read in conjunction with Cushman & Wakefield plc's audited Consolidated Financial Statements included elsewhere herein.

The condensed parent-only financial statements have been prepared in accordance with Rule 12-04, Schedule I of Regulation S-X, as the restricted net assets of the subsidiaries of the Company exceed 25% of the consolidated net assets of the Company. The total restricted net assets as of December 31, 2019 are $1.1 billion.

Dividends

The ability of the Parent Company’s operating subsidiaries to pay dividends may be restricted due to the terms of the subsidiaries’ financings agreements (see Note 9: Long-term Debt and Other Borrowings). During the fiscal years ended December 31, 2019, 2018 and 2017, the Parent Company’s consolidated subsidiaries did not pay any cash dividends to the Parent Company.