BR

New in FY2026

• Some of our services and related fees, such as our proxy communications, shareholder report and prospectus distribution, and other regulatory or customer communications services, are particularly sensitive to changes in laws and regulations, including those governing the financial services industry and the securities markets such as applicable SEC or stock exchange rules, regulations or interpretations.
• For example, the SEC’s recently proposed Regulation E-Delivery would permit our clients to change the default delivery method for certain communications required under the federal securities laws from paper to electronic delivery.
• If the rule is adopted as proposed, the volume of physically delivered communications we process would decrease.
• While the volume of electronic delivery of communications we process is expected to increase, our recurring revenue growth and distribution revenues will decrease, which could result in a decrease in our earnings and the potential restructuring of our physical distribution operations.
• The regulatory framework governing tokenized securities and other digital assets continues to evolve in the U.S. and internationally.
• Currently, there is no uniform approach to the regulatory treatment of these assets, and changes in their classification or regulation, or in broader regulatory positions regarding such assets, could affect the pace of market adoption, alter the obligations of our clients, intermediaries, and service providers, and require us to modify our business model, products, or services in ways that are difficult to predict.
• This uncertainty could adversely affect our business, results of operations, or financial condition.
• In fiscal year 2026, our largest client accounted for approximately 7% of our consolidated revenues.
• Such costs for all clients represented approximately 9% of our total assets as of June 30, 2026, with one client representing a large portion of this amount.
• See Note 3, “Revenue Recognition” and Note 12, “Deferred Client Conversion and Start-up Costs” to our consolidated financial statements for more information.
• Information security threats continue to evolve, such as the increasing availability and adoption of AI technologies by malicious actors, resulting in increased risk and exposure and increased costs to protect against the threat of information security breaches or to respond to or alleviate problems caused by such breaches.
• These AI-enabled capabilities have accelerated the sophistication and frequency of cybersecurity threats and may make it more difficult to detect, prevent, and respond to attacks.
• The emergence of tokenized securities in which ownership of financial instruments is recorded and transferred on distributed ledger or blockchain-based platforms rather than through traditional intermediary infrastructure presents the risk of disintermediation to our clients or certain of our businesses.
• If tokenized securities achieve broad market adoption, demand for traditional securities processing, investor communications, proxy distribution, and transfer agency services and related technologies of the type we provide could be altered, reduced or eliminated.
• We may need to make significant investments to adapt our products and services to a tokenized securities environment, and there can be no assurance that we will be able to do so successfully or in a timely manner or on a competitive basis.
• This could adversely affect our business, results of operations, or financial condition.
• With an increased focus on cybersecurity, operational resiliency, and vendor risk management, the FFIEC and other regulatory agencies provide guidelines for overseeing technology service providers, increasing the contractual requirements with our clients and the cost of providing our services.
• Our business process outsourcing, fund processing, registered fund distribution, and transfer agency solutions as well as the entities providing those services are subject to regulatory oversight.
• If we fail to comply with any applicable regulations in performing these services, our license to perform such services could be revoked, or we could be subject to suits for breach of contract or to governmental proceedings, censures and fines.
• We are, therefore, subject to compliance obligations under federal, state and foreign privacy and information security laws, including in the U.S., the GLBA, HIPAA, CPRA, the PIPEDA in Canada, the GDPR in the European Union and its UK equivalent, and we are subject to compliance with various client industry standards such as PCI DSS as well as Medicare and Medicaid programs related to our clients.
• Furthermore, the changing nature of global privacy laws could impact our processing of personal information.
• We rely on these third parties, including for the provision of certain data center and cloud services, to provide services in a timely and accurate manner and to adequately address risks, including those related to cybersecurity and physical security.
• Changes in the business condition (financial or otherwise) of these service providers or vendors could impact their provision of services to us or cause them to be unable to provide services to us at all, which could have a material adverse effect on our business and financial results.
• We rely on government-sponsored postal services and third-party carriers to deliver communications and changes in our relationships with these carriers or an increase in postal rates or shipping costs may adversely impact demand for our products and services and could have an adverse impact on our business and results of operations.
• We rely upon the United States Postal Service (“USPS”), Canada Post, other government-sponsored postal services globally, and third-party carriers, such as the United Parcel Service, for timely delivery of communications on behalf of our clients.
• In addition, certain government-sponsored postal services, including the USPS and Canada Post, have experienced financial challenges, labor disputes, and operational constraints in recent years and may, as a result, implement significant changes to the breadth or frequency of its mail delivery or other aspects of service, which could disrupt the distribution of communications.
• The inability or failure to properly perform our services could result in our clients and/or certain of our subsidiaries that operate regulated businesses being subjected to losses including censures, fines, or other sanctions by applicable regulatory authorities, and we could be liable to parties who are financially harmed by those errors.
• Some of our products, services and processes leverage AI, including both machine learning and Generative and Agentic AI, and we continue to make investments in initiatives focused on the further development and deployment of these technologies.
• In fact, over the last three fiscal years we have completed seven acquisitions.
• As of June 30, 2026, we had $3,254.6 million in aggregate carrying amount of total debt.
• Additionally, our revolving credit facility has a remaining borrowing capacity of $1,225.3 million as of June 30, 2026.
• We may incur significant charges or losses in the future associated with our portfolio of intangible assets, including goodwill and digital assets.
• As a result of past acquisitions, we carry a significant amount of goodwill and other acquired intangible assets on our balance sheet.
• Goodwill, intangible assets, net, and deferred client conversion and start-up costs accounted for approximately 65% of the total assets on our balance sheet as of June 30, 2026.
• Additionally, we hold digital assets, a relatively new and evolving asset class and technological innovation.
• For example, we receive and hold digital assets in the form of Canton Coins in connection with our role as a Validator and Super Validator on the Global Synchronizer, the Canton Network’s decentralized interoperability infrastructure.
• As a holder of digital assets and through our activities as a Validator and Super Validator, we are subject to a high degree of uncertainty and risk.
• These risks include, but are not limited to, market volatility, potential for fraud or theft, cyberattacks, mismanagement or loss of electronic wallet keys, and rapidly changing or unsettled legal, regulatory, and market standards.
• The value of digital assets is highly speculative and can fluctuate dramatically, and determining their fair value can be particularly challenging.
• Events such as diminished adoption, negative regulatory developments, or technological changes may result in significant reductions to the value of digital assets we hold or even the total loss of such assets.

and 2 more.

Gone since FY2025

• Our investor communications services and the fees we charge our clients for certain services are subject to change if applicable SEC or stock exchange rules, regulations or interpretations are amended, or new laws or regulations are adopted, that change the communications our clients are required to send or the manner in which they send them, including a change in default delivery method from paper to digital.
• Some of our services, such as our proxy communications, shareholder report and prospectus distribution, and other regulatory or customer communications services, are particularly sensitive to changes in laws and regulations, including those governing the financial services industry and the securities markets.
• In fiscal year 2025, our largest client accounted for approximately 7% of our consolidated revenues.
• Such costs for all clients represented approximately 10% of our total assets as of June 30, 2025, with one client representing a large portion of this amount.
• See Note 3, “Revenue Recognition” and Note 11, “Deferred Client Conversion and Start-up Costs” to our consolidated financial statements for more information.
• Information security threats continue to evolve resulting in increased risk and exposure and increased costs to protect against the threat of information security breaches or to respond to or alleviate problems caused by such breaches.
• With an increased focus on cybersecurity and vendor risk management, the FFIEC and other regulatory agencies provide guidelines for overseeing technology service providers, increasing the contractual requirements with our clients and the cost of providing our services.
• Our business process outsourcing, mutual fund processing and transfer agency solutions as well as the entities providing those services are subject to regulatory oversight.
• If we fail to comply with any applicable regulations in performing these services, we could be subject to suits for breach of contract or to governmental proceedings, censures and fines.
• We are, therefore, subject to compliance obligations under federal, state and foreign privacy and information security laws, including in the U.S., the GLBA, HIPAA, and the CPRA, and the GDPR in the European Union, and we are subject to compliance with various client industry standards such as PCI DSS as well as Medicare and Medicaid programs related to our clients.
• Furthermore, the changing nature of privacy laws in the U.S., the European Union and elsewhere could impact our processing of personal information.
• We rely on these third parties, including for the provision of certain data center and cloud services, to provide services in a timely and accurate manner and to adequately address their own risks, including those related to cybersecurity and physical security.
• Changes in the business condition (financial or otherwise) of these service providers or vendors could impact their provision of services to us or they may no longer be able to provide services to us at all, which could have a material adverse effect on our business and financial results.
• We rely on the United States Postal Service (“USPS”) and other third-party carriers to deliver communications and changes in our relationships with these carriers or an increase in postal rates or shipping costs may adversely impact demand for our products and services and could have an adverse impact on our business and results of operations.
• We rely upon the USPS and third-party carriers, including the United Parcel Service, for timely delivery of communications on behalf of our clients.
• In addition, the USPS has incurred significant financial losses in recent years and may, as a result, implement significant changes to the breadth or frequency of its mail delivery, causing disruptions in the service.
• The inability or the failure to properly perform our services could result in our clients and/or certain of our subsidiaries that operate regulated businesses being subjected to losses including censures, fines, or other sanctions by applicable regulatory authorities, and we could be liable to parties who are financially harmed by those errors.
• Some of our products, services and processes leverage AI, including both machine learning and Generative AI, and we continue to make investments in initiatives focused on the further development and deployment of these technologies.
• In fact, over the last three fiscal years we have completed three acquisitions and made strategic investments in seven firms.
• As of June 30, 2025, we had $3,252.3 million in aggregate carrying amount of total debt.
• Additionally, our revolving credit facility has a remaining borrowing capacity of $1,366.5 million as of June 30, 2025.
• We may incur non-cash impairment charges in the future associated with our portfolio of intangible assets, including goodwill.
• As a result of past acquisitions, we carry a significant goodwill and other acquired intangible assets on our balance sheet.
• Goodwill, intangible assets, net, and deferred client conversion and start-up costs accounted for approximately 67% of the total assets on our balance sheet as of June 30, 2025.