# Brinks Co: Form 10-Q for the period ended Jun 30, 2023

- Company: [Brinks Co](/companies/bco.md) (CIK 78890)
- Form: 10-Q
- Filed: 2023-08-09
- Accepted by EDGAR: Aug 9, 2023, 08:01 ET
- Period: 2023-06-30
- Accession: 0000078890-23-000340
- Inline XBRL: yes
- Main document: https://www.sec.gov/Archives/edgar/data/78890/000007889023000340/bco-20230630.htm
- All documents and exhibits: https://www.sec.gov/Archives/edgar/data/78890/000007889023000340/

## Figures reported in this filing

Standardized XBRL line items for the period ended 2023-06-30.

| Line item | Period | Value | XBRL concept |
| --- | --- | ---: | --- |
| Revenue | 3 months, 2023-04-01 to 2023-06-30 | $1.22bn | us-gaap:RevenueFromContractWithCustomerExcludingAssessedTax |
| Revenue | 6 months, 2023-01-01 to 2023-06-30 | $2.40bn | us-gaap:RevenueFromContractWithCustomerExcludingAssessedTax |
| Cost of revenue | 3 months, 2023-04-01 to 2023-06-30 | $943.8m | us-gaap:CostOfRevenue |
| Cost of revenue | 6 months, 2023-01-01 to 2023-06-30 | $1.86bn | us-gaap:CostOfRevenue |
| Operating income | 3 months, 2023-04-01 to 2023-06-30 | $105.6m | us-gaap:OperatingIncomeLoss |
| Operating income | 6 months, 2023-01-01 to 2023-06-30 | $185.4m | us-gaap:OperatingIncomeLoss |
| Interest expense | 3 months, 2023-04-01 to 2023-06-30 | $51.1m | us-gaap:InterestExpense |
| Interest expense | 6 months, 2023-01-01 to 2023-06-30 | $97.7m | us-gaap:InterestExpense |
| Income tax | 3 months, 2023-04-01 to 2023-06-30 | $23.4m | us-gaap:IncomeTaxExpenseBenefit |
| Income tax | 6 months, 2023-01-01 to 2023-06-30 | $43.7m | us-gaap:IncomeTaxExpenseBenefit |
| Net income | 3 months, 2023-04-01 to 2023-06-30 | $32.1m | us-gaap:NetIncomeLoss |
| Net income | 6 months, 2023-01-01 to 2023-06-30 | $47.1m | us-gaap:NetIncomeLoss |
| Diluted EPS | 3 months, 2023-04-01 to 2023-06-30 | $0.68 | us-gaap:EarningsPerShareDiluted |
| Diluted EPS | 6 months, 2023-01-01 to 2023-06-30 | $0.99 | us-gaap:EarningsPerShareDiluted |
| Basic EPS | 3 months, 2023-04-01 to 2023-06-30 | $0.69 | us-gaap:EarningsPerShareBasic |
| Basic EPS | 6 months, 2023-01-01 to 2023-06-30 | $1.01 | us-gaap:EarningsPerShareBasic |
| Diluted shares (weighted) | 3 months, 2023-04-01 to 2023-06-30 | 47,300,000 shares | us-gaap:WeightedAverageNumberOfDilutedSharesOutstanding |
| Diluted shares (weighted) | 6 months, 2023-01-01 to 2023-06-30 | 47,400,000 shares | us-gaap:WeightedAverageNumberOfDilutedSharesOutstanding |
| Operating cash flow | 6 months, 2023-01-01 to 2023-06-30 | $105.3m | us-gaap:NetCashProvidedByUsedInOperatingActivities |
| Capital expenditure | 6 months, 2023-01-01 to 2023-06-30 | $89.4m | us-gaap:PaymentsToAcquirePropertyPlantAndEquipment |
| Dividends paid | 6 months, 2023-01-01 to 2023-06-30 | $19.5m | us-gaap:PaymentsOfDividendsCommonStock |
| Share repurchases | 6 months, 2023-01-01 to 2023-06-30 | $17.5m | us-gaap:PaymentsForRepurchaseOfCommonStock |
| Cash and equivalents | at 2023-06-30 | $890.1m | us-gaap:CashAndCashEquivalentsAtCarryingValue |
| Current assets | at 2023-06-30 | $2.52bn | us-gaap:AssetsCurrent |
| Total assets | at 2023-06-30 | $6.41bn | us-gaap:Assets |
| Current liabilities | at 2023-06-30 | $1.62bn | us-gaap:LiabilitiesCurrent |
| Total liabilities | at 2023-06-30 | $5.75bn | us-gaap:Liabilities |
| Long-term debt | at 2023-06-30 | $3.25bn | us-gaap:LongTermDebtNoncurrent |
| Current portion of debt | at 2023-06-30 | $89.9m | us-gaap:LongTermDebtCurrent |
| Short-term borrowings | at 2023-06-30 | $127.5m | us-gaap:ShortTermBorrowings |
| Shareholders' equity | at 2023-06-30 | $541.3m | us-gaap:StockholdersEquity |

## Management's discussion and analysis

As filed, 82,516 characters.

The Brink’s Company (along with its subsidiaries, “Brink’s”, the “Company”, “we”, “us” or “our”) is a leading global provider of cash and valuables management, digital retail solutions, and ATM managed services throughout the world. These services include:

### Cash and Valuables Management

- Cash-in-transit ("CIT") services – armored vehicle transportation of cash and coin
- Basic ATM services – replenishing funds and providing basic maintenance services to our customers’ automated teller machines
- Brink's Global Services ("BGS") – secure international transportation, pick-up, packaging, customs clearance, secure vault storage, and inventory management of high-value commodities
- Cash management services – counting, sorting, wrapping, check imaging, cashier balancing, counterfeit detection, account consolidation and electronic reporting
- Vaulting services – combines cash-in-transit services, cash management, vaulting and electronic reporting technologies for banks
- Other Services – guarding, commercial security, and payment services

### Digital Retail Solutions ("DRS"), and ATM Managed Services ("AMS")

- DRS – services that facilitate faster access to cash deposits leveraging Brink’s tech-enabled devices and software platforms that enable enhanced customer analytics and visibility
- AMS – comprehensive solutions for ATM management, including cash forecasting, cash optimization, ATM remote monitoring, service call dispatching, transaction processing, and installation services

We identify our operating segments based on how our chief operating decision maker (“CODM”) allocates resources, assesses performance and makes decisions. Our CODM is our President and Chief Executive Officer. Our CODM evaluates performance and allocates resources to each operating segment based on an operating profit or loss measure, excluding income and expenses not allocated to segments.

We manage our business in the following four segments:

- North America – operations in the U.S. and Canada, including the Brink’s Global Services ("BGS") line of business,
- Latin America – operations in Latin American countries where we have an ownership interest, including the BGS line of business,
- Europe – total operations in European countries that primarily provide services outside of the BGS line of business, and
- Rest of World – operations in the Middle East, Africa and Asia. This segment also includes total operations in European countries that primarily provide BGS services and BGS activity in Latin American countries where we do not have an ownership interest.

### RESULTS OF OPERATIONS

### Consolidated Review

#### GAAP and Non-GAAP Financial Measures

We provide an analysis of our operations below on both a U.S. generally accepted accounting principles (“GAAP”) and non-GAAP basis. The purpose of the non-GAAP information is to report our operating profit, income from continuing operations and earnings per share without certain income and expense items that do not reflect the regular earnings of our operations. The non-GAAP financial measures are intended to provide investors with a supplemental comparison of our operating results and trends for the periods presented. Our management believes these measures are also useful to investors as they allow investors to evaluate our performance using the same metrics that our management uses to evaluate past performance and prospects for future performance. We do not consider these items to be reflective of our core operating performance. The non-GAAP adjustments used to reconcile our GAAP results are described on pages 44–45 and are reconciled to comparable GAAP measures on pages 50–52.

#### Definition of Organic Growth

Organic growth represents the change in revenues or operating profit between the current and prior period, excluding the effect of acquisitions and dispositions and changes in currency exchange rates. See definitions on page 40.

*(In millions, except for per share amounts)*

| GAAP | Three Months Ended June 30,% 2023 | 2022 | Change | Six Months Ended June 30,% 2023 | 2022 | Change |
| --- | ---: | ---: | ---: | ---: | ---: | ---: |
| Revenues | 1,216.2 | 1,133.9 | 7 | 2,401.6 | 2,207.9 | 9 |
| Cost of revenues | 943.8 | 867.5 | 9 | 1,864.1 | 1,707.2 | 9 |
| Selling, general and administrative expenses | 170.6 | 167.5 | 2 | 347.6 | 339.1 | 3 |
| Operating profit | 105.6 | 96.5 | 9 | 185.4 | 158.9 | 17 |
| Income from continuing operations(a) | 32.2 | 35.2 | (9) | 46.5 | 106.6 | (56) |
| Diluted EPS from continuing operations(a) | 0.68 | 0.73 | (7) | 0.98 | 2.22 | (56) |
| Non-GAAP(b) |  |  |  |  |  |  |
| Non-GAAP revenues | 1,216.2 | 1,133.9 | 7 | 2,401.6 | 2,207.9 | 9 |
| Non-GAAP operating profit | 131.8 | 124.0 | 6 | 259.2 | 236.1 | 10 |
| Non-GAAP income from continuing operations(a) | 55.9 | 63.9 | (13) | 111.7 | 121.3 | (8) |
| Non-GAAP diluted EPS from continuing operations(a) | 1.18 | 1.34 | (12) | 2.36 | 2.53 | (7) |

(a) Amounts reported in this table are attributable to the shareholders of Brink’s and exclude earnings related to noncontrolling interests.

(b) Non-GAAP results are reconciled to the applicable GAAP results on pages 50–52.

### GAAP Basis

### Analysis of Consolidated Results: Second Quarter 2023 versus Second Quarter 2022

***Consolidated Revenues*** Revenues increased $82.3 million due to organic increases in Latin America ($63.9 million), Europe ($17.2 million), and Rest of World ($8.0 million), and the favorable impact of acquisitions ($36.5 million), partially offset by the unfavorable impact of currency exchange rates ($39.8 million) and an organic decrease in North America ($3.5 million). The unfavorable currency impact was driven primarily by the Argentine peso. Revenues increased 8% on an organic basis primarily due to inflation-based price increases and growth in the DRS and AMS lines of business. See above for our definition of “organic growth.”

***Consolidated Costs and Expenses*** Cost of revenues increased 9% to $943.8 million primarily due to higher labor and other operational costs driven by cost inflation, the impact of acquisitions, and the impact of a large loss event in our BGS line of business, partially offset by the impact of currency exchange rates and lower costs related to restructuring actions. Selling, general and administrative costs increased 2% to $170.6 million primarily due to organic increases in labor and other administrative costs and due to the impact of acquisitions, partially offset by the impact of currency exchange rates.

***Consolidated Operating Profit*** Operating profit increased $9.1 million due mainly to:

- organic increases in Latin America ($16.0 million), North America ($3.2 million), Rest of World ($2.8 million), and Europe ($0.6 million),
- the favorable operating impact of business acquisitions ($6.5 million), excluding intangible amortization and acquisition-related charges,
- lower costs related to business acquisitions and dispositions ($0.3 million), including the impact of acquisition-related charges and intangible asset amortization in 2023, and
- lower costs incurred related to reorganization and restructuring ($2.7 million),

partially offset by:

- unfavorable changes in currency exchange rates ($16.2 million), driven by the Argentine peso and
- higher corporate expenses on an organic basis ($6.9 million) due to a $12.4 million increase in security losses year-over-year, primarily from a large loss event in our BGS line of business.

***Consolidated Income from Continuing Operations Attributable to Brink’s and Related Per Share Amounts*** Income from continuing operations attributable to Brink’s shareholders decreased $3.0 million to $32.2 million due to higher interest expense ($18.7 million), partially offset by the increase in operating profit mentioned above, lower income tax expense ($5.9 million), and higher interest and other non-operating income ($0.7 million). Earnings per share from continuing operations was $0.68, down from $0.73 in the second quarter of 2022.

### Analysis of Consolidated Results: First Half 2023 versus First Half 2022

***Consolidated Revenues*** Revenues increased $193.7 million due to organic increases in Latin America ($120.0 million), Europe ($42.0 million), North America ($30.3 million), Rest of World ($28.6 million) and the favorable impact of acquisitions ($72.5 million), partially offset by the unfavorable impact of currency exchange rates ($99.7 million). The unfavorable currency impact was driven primarily by the Argentine peso. Revenues increased 10% on an organic basis primarily due to inflation-based price increases and growth in the DRS and AMS lines of business. See above for our definition of “organic growth.”

***Consolidated Costs and Expenses*** Cost of revenues increased 9% to $1,864.1 million primarily due to higher labor and other operational costs, driven by cost inflation, the impact of acquisitions, and the impact of a large loss event in our BGS line of business in the second quarter, partially offset by the impact of currency exchange rates and lower costs related to restructuring actions. Selling, general and administrative costs increased 3% to $347.6 million primarily due to organic increases in labor and other administrative costs and the impact of acquisitions, partially offset by the first half 2022 unfavorable impact of a change in allowance estimate ($16.3 million) due to a modification in our methodology to estimate the allowance for doubtful accounts and the impact of currency exchange rates.

***Consolidated Operating Profit*** Operating profit increased $26.5 million due mainly to:

- organic increases in Latin America ($31.5 million), North America ($17.1 million), Rest of World ($8.8 million), and Europe ($6.4 million),
- lower costs related to the impact of a change in allowance estimate ($16.3 million) recorded in the first half 2022 due to a modification in our methodology to estimate the allowance for doubtful accounts, and
- favorable operating impact of business acquisitions ($9.5 million), excluding intangible amortization and acquisition-related charges,

partially offset by:

- unfavorable changes in currency exchange rates ($32.5 million), driven by the Argentine peso,
- higher corporate expenses on an organic basis ($23.8 million), including a large loss event in our BGS line of business in the second quarter, and
- higher costs related to business acquisitions and dispositions ($7.0 million), including the impact of acquisition-related charges and intangible asset amortization, included in "Other items not allocated to segments".

***Consolidated Income from Continuing Operations Attributable to Brink’s and Related Per Share Amounts*** Income from continuing operations attributable to Brink’s shareholders decreased $60.1 million to $46.5 million due to higher income tax expense ($55.5 million), higher interest expense ($37.4 million), and higher non-controlling interest ($0.4 million), partially offset by the increase in operating profit mentioned above and higher interest and other non-operating income ($6.7 million). Earnings per share from continuing operations was $0.98, down from $2.22 in the first six months of 2022.

### Non-GAAP Basis

### Analysis of Consolidated Results: Second Quarter 2023 versus Second Quarter 2022

***Non-GAAP Consolidated Revenues*** There is no difference between GAAP and Non-GAAP revenue amounts for the periods presented. See page 37 for details.

***Non-GAAP Consolidated Operating Profit*** Non-GAAP operating profit increased $7.8 million due mainly to:

- organic increases in Latin America ($16.0 million), North America ($3.2 million), Rest of World ($2.8 million), and Europe ($0.6 million), and
- the favorable operating impact of business acquisitions ($6.5 million), excluding intangible amortization and acquisition-related charges,

partially offset by:

- unfavorable changes in currency exchange rates ($14.4 million), driven primarily by the Argentine peso and
- higher corporate expenses on an organic basis ($6.9 million) due to a $12.4 million increase in security losses year-over-year, primarily from a large loss event in our BGS line of business.

***Non-GAAP Consolidated Income from Continuing Operations Attributable to Brink’s and Related Per Share Amounts*** Non-GAAP income from continuing operations attributable to Brink’s shareholders decreased $8.0 million to $55.9 million due to higher interest expense ($18.7 million) and lower interest and other non-operating income ($1.3 million), partially offset by the operating profit increase mentioned above, lower income tax expense ($4.0 million), and lower non-controlling interest ($0.2 million). Earnings per share from continuing operations was $1.18, down from $1.34 in the second quarter of 2022.

### Analysis of Consolidated Results: First Half 2023 versus First Half 2022

***Non-GAAP Consolidated Revenues*** There is no difference between GAAP and Non-GAAP revenue amounts for the periods presented. See page 38 for details.

***Non-GAAP Consolidated Operating Profit*** Non-GAAP operating profit increased $23.1 million due mainly to:

- organic increases in Latin America ($31.5 million), North America ($17.1 million), Rest of World ($8.8 million), and Europe ($6.4 million), and
- the favorable operating impact of business acquisitions ($9.5 million), excluding intangible amortization and acquisition-related charges,

partially offset by:

- unfavorable changes in currency exchange rates ($26.4 million), driven primarily by the Argentine peso, and
- higher corporate expenses on an organic basis ($23.8 million), including a large loss event in our BGS line of business in the second quarter.

***Non-GAAP Consolidated Income from Continuing Operations Attributable to Brink’s and Related Per Share Amounts*** Non-GAAP income from continuing operations attributable to Brink’s shareholders decreased $9.6 million to $111.7 million due to higher interest expense ($37.6 million) and higher non-controlling interest ($0.2 million), partially offset by the operating profit increase mentioned above, lower income tax expense ($4.8 million), and higher interest and other non-operating income ($0.3 million). Earnings per share from continuing operations was $2.36, down from $2.53 in the first six months of 2022.

### Revenues and Operating Profit by Segment: Second Quarter 2023 versus Second Quarter 2022

*(In millions)*

| Revenues: | 2Q'22 | Organic Change | Acquisitions / Dispositions(a) | Currency(b) | 2Q'23 | % Change Total | Organic |
| --- | ---: | ---: | ---: | ---: | ---: | ---: | ---: |
| North America | $401.6 | (3.5) | 0.9 | (1.6) | **397.4** | (1) | (1) |
| Latin America | 306.3 | 63.9 | 0.7 | (37.0) | **333.9** | 9 | 21 |
| Europe | 226.7 | 17.2 | 36.5 | 5.5 | **285.9** | 26 | 8 |
| Rest of World | 199.3 | 8.0 | (1.6) | (6.7) | **199.0** | — | 4 |
| **Segment revenues(c)** | 1,133.9 | 85.6 | 36.5 | (39.8) | **1,216.2** | 7 | 8 |
| **Revenues - GAAP** | $1,133.9 | 85.6 | 36.5 | (39.8) | **1,216.2** | 7 | 8 |
| **Operating profit:** |  |  |  |  |  |  |  |
| North America | $34.1 | 3.2 | 0.2 | — | **37.5** | 10 | 9 |
| Latin America | 64.7 | 16.0 | 0.2 | (15.0) | **65.9** | 2 | 25 |
| Europe | 22.4 | 0.6 | 5.8 | 0.5 | **29.3** | 31 | 3 |
| Rest of World | 39.5 | 2.8 | 0.3 | (1.3) | **41.3** | 5 | 7 |
| **Segment operating profit** | 160.7 | 22.6 | 6.5 | (15.8) | **174.0** | 8 | 14 |
| Corporate(d) | (36.7) | (6.9) | — | 1.4 | **(42.2)** | 15 | 19 |
| **Operating profit - non-GAAP** | 124.0 | 15.7 | 6.5 | (14.4) | **131.8** | 6 | 13 |
| Other items not allocated to segments(e) | (27.5) | 2.8 | 0.3 | (1.8) | **(26.2)** | (5) | (10) |
| **Operating profit - GAAP** | $96.5 | 18.5 | 6.8 | (16.2) | **105.6** | 9 | 19 |

Amounts may not add due to rounding.

(a) Non-GAAP amounts include the impact of prior year comparable period results for acquired and disposed businesses. GAAP results also include the impact of acquisition-related intangible amortization, restructuring and other charges, and disposition-related gains/losses.

(b) The amounts in the “Currency” column consist of the effects of Argentina devaluations under highly inflationary accounting and the sum of monthly currency changes. Monthly currency changes represent the accumulation throughout the year of the impact on current period results of changes in foreign currency rates from the prior year period.

(c) Segment revenues equal our total reported non-GAAP revenues.

(d) Corporate expenses are not allocated to segment results. Corporate expenses include salaries and other costs to manage the global business and to perform activities required by public companies.

(e) See pages 44–45 for more information

### Analysis of Segment Results: Second Quarter 2023 versus Second Quarter 2022

### North America

Revenues decreased 1% ($4.2 million) primarily due to a 1% organic decrease ($3.5 million) and the unfavorable impact of currency exchange rates ($1.6 million) from the Canadian dollar, partially offset by the favorable impact of acquisitions ($0.9 million). Organic revenue decreased primarily due to the impact of revenue from sales-type leases recognized in the prior-year period which did not recur, and volume reduction due to the rationalization of our customer portfolio to optimize profitability, mostly offset by price increases in the U.S. Operating profit increased $3.4 million, primarily due to a 9% organic increase ($3.2 million) and the favorable impact of acquisitions ($0.2 million). The organic increase resulted primarily from price outpacing the impact of labor and other cost increases, and the impact of cost savings related to restructuring primarily in the U.S.

### Latin America

Revenues increased 9% ($27.6 million) primarily due to a 21% organic increase ($63.9 million) and the favorable impact of acquisitions ($0.7 million), partially offset by the unfavorable impact of currency exchange rates ($37.0 million), primarily from the Argentine peso partially offset by favorable impact from the Mexican peso. The organic increase was primarily driven by inflation-based price increases across the segment. Operating profit was up 2% ($1.2 million) primarily due to a 25% organic increase ($16.0 million) and the favorable impact of acquisitions ($0.2 million), mostly offset by the unfavorable impact of currency exchange rates ($15.0 million). The organic increase was driven by higher revenue which outpaced the impact of labor and other cost increases as well as the benefit of labor and other operational cost saving actions throughout the segment.

### Europe

Revenues increased 26% ($59.2 million) due to the favorable impact of the NoteMachine acquisition ($36.5 million), an 8% organic increase ($17.2 million), and the favorable impact of currency exchange rates ($5.5 million) driven by the euro. The organic increase was primarily due to price increases throughout the segment and the impact of the full implementation of an ATM managed services contract for a large customer in France. Operating profit increased $6.9 million, primarily due to the NoteMachine acquisition ($5.8 million), a 3% organic increase ($0.6 million), and the favorable impact of currency exchange rates ($0.5 million). The organic increase was primarily driven by higher revenue outpacing the impact of labor and other cost increases across the segment.

### Rest of World

Revenues decreased ($0.3 million) due to the unfavorable impact of currency exchange rates ($6.7 million) and dispositions ($1.6 million), partially offset by a 4% organic increase ($8.0 million). The unfavorable currency impact was driven by most currencies

throughout the segment.The organic increase was primarily due to DRS growth. Operating profit increased $1.8 million due to a 7% organic increase ($2.8 million) and the favorable impact of dispositions ($0.3 million), partially offset by the unfavorable impact of currency exchange rates ($1.3 million). The organic increase was primarily due to the impact of labor and other operational cost saving actions throughout the segment and DRS revenue growth.

### Revenues and Operating Profit by Segment: First Half 2023 versus First Half 2022

*(In millions)*

| Revenues: | YTD '22 | Organic Change | Acquisitions / Dispositions(a) | Currency(b) | YTD '23 | % Change Total | Organic |
| --- | ---: | ---: | ---: | ---: | ---: | ---: | ---: |
| North America | $770.4 | 30.3 | 2.2 | (3.6) | **799.3** | 4 | 4 |
| Latin America | 597.6 | 120.0 | 1.5 | (69.7) | **649.4** | 9 | 20 |
| Europe | 448.8 | 42.0 | 72.1 | (8.3) | **554.6** | 24 | 9 |
| Rest of World | 391.1 | 28.6 | (3.3) | (18.1) | **398.3** | 2 | 7 |
| **Segment revenues(c)** | 2,207.9 | 220.9 | 72.5 | (99.7) | **2,401.6** | 9 | 10 |
| **Revenues - GAAP** | $2,207.9 | 220.9 | 72.5 | (99.7) | **2,401.6** | 9 | 10 |
| **Operating profit:** |  |  |  |  |  |  |  |
| North America | $58.5 | 17.1 | 0.4 | 0.1 | **76.1** | 30 | 29 |
| Latin America | 127.7 | 31.5 | 0.5 | (27.2) | **132.5** | 4 | 25 |
| Europe | 37.2 | 6.4 | 8.1 | (0.4) | **51.3** | 38 | 17 |
| Rest of World | 72.6 | 8.8 | 0.5 | (3.3) | **78.6** | 8 | 12 |
| **Segment operating profit** | 296.0 | 63.8 | 9.5 | (30.8) | **338.5** | 14 | 22 |
| Corporate(d) | (59.9) | (23.8) | — | 4.4 | **(79.3)** | 32 | 40 |
| **Operating profit - non-GAAP** | 236.1 | 40.0 | 9.5 | (26.4) | **259.2** | 10 | 17 |
| Other items not allocated to segments(e) | (77.2) | 16.5 | (7.0) | (6.1) | **(73.8)** | (4) | (21) |
| **Operating profit - GAAP** | $158.9 | 56.5 | 2.5 | (32.5) | **185.4** | 17 | 36 |

Amounts may not add due to rounding.

See page 40 for footnote explanations.

### Analysis of Segment Results: First Half 2023 versus First Half 2022

### North America

Revenues increased 4% ($28.9 million) primarily due to a 4% organic increase ($30.3 million) and the favorable impact of acquisitions ($2.2 million), partially offset by the unfavorable impact of currency exchange rates ($3.6 million) from the Canadian dollar. Organic revenue increased primarily due to price increases in the U.S. Operating profit increased $17.6 million, primarily due to a 29% organic increase ($17.1 million), the favorable impact of acquisitions ($0.4 million), and the favorable impact of currency exchange rates ($0.1 million). The organic increase resulted primarily from higher revenue which outpaced the impact of labor and other cost increases and the impact of cost savings related to restructuring primarily in the U.S. The increase was partially offset by higher security losses in the U.S.

### Latin America

Revenues increased 9% ($51.8 million) primarily due to a 20% organic increase ($120.0 million) and the favorable impact of acquisitions ($1.5 million), partially offset by the unfavorable impact of currency exchange rates ($69.7 million), primarily from the Argentine peso and Colombian peso, partially offset by favorable impact from the Mexican peso. The organic increase was driven by inflation-based price increases across the segment. Operating profit was up 4% ($4.8 million) primarily due to a 25% organic increase ($31.5 million) and the favorable impact of acquisitions ($0.5 million), partially offset by the unfavorable impact of currency exchange rates ($27.2 million). The organic increase was driven by higher revenue which outpaced the impact of labor and other cost increases, as well as the benefit of labor and other operational cost saving actions throughout the segment.

### Europe

Revenues increased 24% ($105.8 million) due to the favorable impact of the NoteMachine acquisition ($72.1 million) and a 9% organic increase ($42.0 million), partially offset by the unfavorable impact of currency exchange rates ($8.3 million). The unfavorable currency impact was driven by the euro. The organic increase was primarily due to price increases throughout the segment and the impact of the full implementation of an ATM managed services contract for a large customer in France. Operating profit increased $14.1 million primarily due to the favorable impact of acquisitions ($8.1 million) and an organic increase ($6.4 million), partially offset by the unfavorable impact of currency exchange rates ($0.4 million). The organic increase was primarily driven by higher revenue which outpaced the impact of labor and other cost increases.

### Rest of World

Revenues increased 2% ($7.2 million) due to a 7% organic increase ($28.6 million), partially offset by the unfavorable impact of currency exchange rates ($18.1 million) and dispositions ($3.3 million). The organic increase was primarily due to DRS and global services growth. The currency impact was driven by most currencies throughout the segment. Operating profit increased $6.0 million primarily due to a 12% organic increase ($8.8 million) and the favorable impact of dispositions ($0.5 million), partially offset by the unfavorable impact of currency exchange rates ($3.3 million), driven by most currencies throughout the segment. The organic increase was primarily due to the impact of labor and other operational cost saving actions throughout the segment and DRS and global services revenue growth.

### Income and Expense Not Allocated to Segments

### Corporate Expenses

*(In millions)*

|  | Three Months Ended June 30,% 2023 | 2022 | change | Six Months Ended June 30,% 2023 | 2022 | change |
| --- | ---: | ---: | ---: | ---: | ---: | ---: |
| General, administrative and other expenses | $(47.3) | (39.9) | 19 | $(89.9) | (68.4) | 31 |
| Foreign currency transaction gains | 4.8 | 3.4 | 41 | 9.9 | 5.8 | 71 |
| Reconciliation of segment policies to GAAP | 0.3 | (0.2) | fav | 0.7 | 2.7 | (74) |
| Corporate expenses | $(42.2) | (36.7) | 15 | $(79.3) | (59.9) | 32 |

Corporate expenses include corporate headquarters costs, regional management costs, currency transaction gains and losses, costs related to global initiatives and adjustments to reconcile segment accounting policies to U.S. GAAP.

Corporate expenses for the first six months of 2023 increased $19.4 million versus the prior year period primarily driven by increased charges related to insurance and security losses including a large loss event in our BGS line of business ($20.2 million) and higher bad debt expense ($1.8 million) reported as part of the reconciliation of segment policies to U.S. GAAP. These higher costs were partially offset by an increase in foreign currency transaction gains ($4.1 million) and lower net compensation costs, including share-based and bonus accruals ($1.7 million).

### Other Items Not Allocated to Segments

*(In millions)*

| Operating profit: | Three Months Ended June 30,% 2023 | 2022 | change | Six Months Ended June 30,% 2023 | 2022 | change |
| --- | ---: | ---: | ---: | ---: | ---: | ---: |
| Reorganization and Restructuring | $— | (2.7) | (100) | $(14.2) | (14.4) | (1) |
| Acquisitions and dispositions | (15.0) | (15.4) | (3) | (37.0) | (30.6) | 21 |
| Argentina highly inflationary impact | (11.0) | (9.0) | 22 | (22.2) | (15.1) | 47 |
| Change in allowance estimate | — | 0.4 | (100) | — | (16.3) | (100) |
| Chile antitrust matter | (0.2) | (0.8) | (75) | (0.4) | (0.8) | (50) |
| Operating profit | $(26.2) | (27.5) | (5) | $(73.8) | (77.2) | (4) |

### Reorganization and Restructuring

#### 2022 Global Restructuring Plan

In the first quarter of 2023, management completed the review and approval of remaining actions included in the previously announced restructuring program across our global business operations. The actions were taken to enable growth, reduce costs and related infrastructure, and to mitigate the potential impact of external economic conditions. In total, we have recognized $32.3 million in charges under this program, including $10.1 million in the first six months of 2023. We expect total expenses from the program to be between $42 million and $48 million. When completed, the current restructuring actions are expected to reduce our workforce by 3,300 to 3,500 positions and result in annualized cost savings of approximately $60 million.

#### Other Restructurings

Management periodically implements restructuring actions in targeted sections of our business. As a result of these actions, we recognized net costs of $14.4 million in the first six months of 2022, primarily severance costs. We recognized $4.1 million in net costs in the first six months of 2023, primarily severance costs. The majority of the costs in both the 2023 and 2022 periods result from the exit of a line of business in a specific geography with most of the remaining costs due to management initiatives to address the COVID-19 pandemic.

Due to the unique circumstances around these charges, they have not been allocated to segment results and are excluded from non-GAAP results. Charges related to the employees, assets, leases and contracts impacted by these restructuring actions were excluded from the segments and corporate expenses as shown in the table below.

*(In millions)*

| Reportable Segments: | Three Months Ended June 30,% 2023 | 2022 | change | Six Months Ended June 30,% 2023 | 2022 | change |
| --- | ---: | ---: | ---: | ---: | ---: | ---: |
| North America | $(0.4) | (0.1) | unfav | $(4.0) | (7.5) | (47) |
| Latin America | (0.4) | (2.4) | (83) | (4.0) | (5.3) | (25) |
| Europe | 0.2 | (0.8) | fav | (4.2) | (2.2) | 91 |
| Rest of World | 0.6 | (0.1) | fav | (0.7) | (0.1) | unfav |
| Total reportable segments | — | (3.4) | (100) | (12.9) | (15.1) | (15) |
| Corporate items | — | 0.7 | (100) | (1.3) | 0.7 | unfav |
| Total | $— | (2.7) | (100) | $(14.2) | (14.4) | (1) |

**Acquisitions and dispositions** Certain acquisition and disposition items that are not considered part of the ongoing activities of the business and are special in nature are consistently excluded from segment and non-GAAP results. These items are described below:

#### 2023 Acquisitions and Dispositions

- Amortization expense for acquisition-related intangible assets was $28.6 million in the first six months of 2023.
- Gain of $4.8 million upon derecognition of contingent consideration liability related to the NoteMachine business acquisition.
- We recognized $3.3 million in charges in Argentina in the first six months of 2023 for an inflation-adjusted labor increase to expected payments to union workers of the Maco Transportadora and Maco Litoral businesses (together "Maco"). Although the Maco operations were acquired in 2017, formal antitrust approval was obtained in 2021, which triggered negotiation and approval of the expected payments in 2022. We recognized $12.5 million in related costs in 2022.
- Net charges of $2.6 million for post-acquisition adjustments to indemnification assets related to previous business acquisitions.
- We incurred $1.2 million in integration costs, primarily related to PAI, in the first six months of 2023.
- Transaction costs related to business acquisitions were $2.4 million in the first six months of 2023.
- We recognized a $2.0 million loss on the disposition of Russia-based operations in the first six months of 2023.
- Compensation expense related to the retention of key PAI employees was $1.0 million in the first six months of 2023.

#### 2022 Acquisitions and Dispositions

- Amortization expense for acquisition-related intangible assets was $25.2 million in the first six months of 2022.
- We incurred $2.1 million in integration costs, primarily related to PAI and G4S, in the first six months of 2022.
- Transaction costs related to business acquisitions were $1.0 million in the first six months of 2022.
- Restructuring costs related to acquisitions were $0.1 million in the first six months of 2022.
- Compensation expense related to the retention of key PAI employees was $1.8 million in the first six months of 2022.

**Argentina highly inflationary impact** Beginning in the third quarter of 2018, we designated Argentina's economy as highly inflationary for accounting purposes. As a result, Argentine peso-denominated monetary assets and liabilities are now remeasured at each balance sheet date to the currency exchange rate then in effect, with currency remeasurement gains and losses recognized in earnings. In addition, nonmonetary assets retain a higher historical basis when the currency is devalued. The higher historical basis results in incremental expense being recognized when the nonmonetary assets are consumed. In the first six months of 2023, we recognized $22.2 million in pretax charges related to highly inflationary accounting, including currency remeasurement losses of $18.2 million. In the first six months of 2022, we recognized $15.1 million in pretax charges related to highly inflationary accounting, including currency remeasurement losses of $13.4 million. These amounts are excluded from segment and non-GAAP results.

**Change in allowance estimate** In the first quarter of 2022, we refined our global methodology of estimating the allowance for doubtful accounts. Our previous method to estimate currently expected credit losses in receivables (the allowance) was weighted significantly to a review of historical loss rates and specific identification of higher risk customer accounts. It also considered current and expected economic conditions, particularly the effects of the coronavirus (COVID-19) pandemic, in determining an appropriate allowance. As many of our regions begin to recover from the pandemic, we have re-assessed those earlier assumptions and estimates. Our updated method now also includes an estimated allowance for accounts receivable significantly past due in order to adjust for at-risk receivables not captured in our previous method. As part of the analysis under the updated estimation methodology, we noted an increase in accounts receivable significantly past due, particularly in the U.S., and we recorded an additional allowance of $16.7 million. In the second quarter of 2022, the additional allowance was reduced by $0.4 million as a result of collections. Due to the fact that management has excluded these amounts when evaluating internal performance, we have excluded these amounts from segment and non-GAAP results.

**Chile antitrust matter** We recognized an estimated loss of $9.5 million in the third quarter of 2021 related to a potential fine. In 2022, we recognized an additional $1.4 million adjustment and, in the first six months of 2023, we recognized an additional $0.4 million adjustment to our estimated loss. The adjustments result from a change in currency rates. Due to the special nature of this matter, this charge has not been allocated to segment results and is excluded from non-GAAP results. See Note 14 for details.

### Foreign Operations

We currently serve customers in more than 100 countries, including 52 countries where we operate subsidiaries.

We are subject to risks customarily associated with doing business in foreign countries, including labor and economic conditions, the imposition of international sanctions, including by the U.S. government, political instability, controls on repatriation of earnings and capital, nationalization, expropriation and other forms of restrictive action by local governments. Changes in the political or economic environments in the countries in which we operate could have a material adverse effect on our business, financial condition and results of operations. The future effects, if any, of these risks are unknown. In April 2019, the U.S. government sanctioned the Venezuela central bank and, as a result, the Company has ceased support of the Venezuela business.

Our international operations conduct a majority of their business in local currencies. Because our financial results are reported in U.S. dollars, they are affected by changes in the value of various local currencies in relation to the U.S. dollar. Recent strengthening of the U.S. dollar relative to certain currencies has reduced some of our reported U.S. dollar revenues and operating profit and may continue through the end of 2023.

At June 30, 2023, Argentina's economy remains highly inflationary for accounting purposes. At June 30, 2023, we had net monetary assets denominated in Argentine pesos of $29.5 million (including cash of $24.7 million) and net nonmonetary assets of $210.7 million (including $99.8 million of goodwill, $1.9 million in equity securities denominated in Argentine pesos and $71.6 million in debt securities denominated in Argentine pesos).

During September 2019, the Argentine government announced currency controls on both companies and individuals. Under the exchange procedures implemented by the central bank, approval is required for many transactions, including dividend repatriation abroad.

We have previously elected to use other market mechanisms to convert Argentine pesos into U.S. dollars. Conversions under these other market mechanisms generally settle at rates that are less favorable than the rates at which we remeasure the financial statements of Brink’s Argentina. We did not have any such conversions or conversion losses in the six months ended June 30, 2023 or June 30, 2022.

Although the Argentine government has implemented currency controls, Brink’s management continues to provide guidance and strategic oversight, including budgeting and forecasting for Brink’s Argentina. We continue to control our Argentina business for purposes of consolidation of our financial statements and continue to monitor the situation in Argentina.

Changes in exchange rates may also affect transactions that are denominated in currencies other than the functional currency. From time to time, we use short term foreign currency forward and swap contracts to hedge transactional risks associated with foreign currencies. At June 30, 2023, the notional value of our short term outstanding foreign currency forward and swap contracts was $554 million, with average contract maturities of approximately one month. These short term foreign currency forward and swap contracts primarily offset exposures in the euro and the Mexican peso and are not designated as hedges for accounting purposes. Accordingly, changes in their fair value are recorded immediately in earnings. At June 30, 2023, the fair value of our short term foreign currency contracts was a net asset of approximately $2.2 million of which $3.7 million was included in prepaid expenses and other and $1.5 million was included in accrued liabilities on the condensed consolidated balance sheet. At December 31, 2022, the fair value of these foreign currency contracts was a net liability of approximately $7.0 million of which $3.5 million was included in prepaid expenses and other and $10.5 million was included in accrued liabilities on the condensed consolidated balance sheet.

Amounts under these contracts were recognized in other operating income (expense) as follows:

*(In millions)*

|  | Three Months Ended June 30, 2023 | 2022 | Six Months Ended June 30, 2023 | 2022 |
| --- | ---: | ---: | ---: | ---: |
| Derivative instrument gains included in other operating income (expense) | $10.4 | 14.1 | $18.6 | 33.0 |

We also have a cross currency swap contract to hedge exposure in Brazilian real, which is designated as a cash flow hedge for accounting purposes. Accordingly, changes in the fair value of the cash flow hedge are initially recorded in the gains (losses) on cash flow hedges component of accumulated other comprehensive income (loss). We immediately reclassify from accumulated other comprehensive income (loss) to earnings an amount to offset the remeasurement recognized in earnings associated with the respective intercompany loan. Additionally, we reclassify amounts from accumulated other comprehensive income (loss) to interest expense amounts that are associated with the interest rate differential between a U.S. dollar denominated intercompany loan and a Brazilian real denominated intercompany loan.

At June 30, 2023, the notional value of this contract was $41 million with a weighted-average maturity of approximately 0.3 years. At June 30, 2023, the fair value of the cross currency swap contract was an asset of $8.1 million and was included in prepaid expenses and other on the condensed consolidated balance sheet. At December 31, 2022, the fair value of the cross currency swap contract was an asset of $14.6 million and was included in prepaid expenses and other on the condensed consolidated balance sheet.

Amounts under this contract were recognized in other operating income (expense) to offset transaction gains or losses and in interest expense as follows:

*(In millions)*

|  | Three Months Ended June 30, 2023 | 2022 | Six Months Ended June 30, 2023 | 2022 |
| --- | ---: | ---: | ---: | ---: |
| Derivative instrument gains (losses) included in other operating income (expense) | $(3.8) | 5.3 | $(7.2) | (6.5) |
| Offsetting transaction gains (losses) | 3.8 | (5.3) | 7.2 | 6.5 |
| Derivative instrument losses included in interest expense | (0.2) | (0.3) | (0.5) | (0.7) |
| Net derivative instrument gains (losses) | (4.0) | 5.0 | (7.7) | (7.2) |

In the second quarter of 2021, we entered into ten cross currency swaps to hedge a portion of our net investments in certain of our subsidiaries with euro functional currencies. We elected to use the spot method to assess effectiveness for these derivatives that are designated as net investment hedges. Accordingly, changes in fair value attributable to changes in the undiscounted spot rates are recorded in the foreign currency translation adjustments component of accumulated other comprehensive income (loss) and will remain there until the hedged net investments are sold or substantially liquidated. We have elected to exclude the spot-forward difference from the assessment of hedge effectiveness and are amortizing this amount separately on a straight-line basis over the term of these cross currency swaps.

In July 2022, we terminated these cross currency swap contracts and received $67 million in cash as settlement. We subsequently entered into a total of nine cross currency swaps with a total notional of $400 million to hedge a portion of our net investment in certain of our subsidiaries with euro functional currencies. Swaps with a total notional of $215 million will terminate in May 2026 and swaps with a total notional of $185 million will terminate in April 2031. We have designated these swaps as net investment hedges for accounting purposes.

At June 30, 2023, the notional value of these cross currency swap contracts was $400 million with a remaining weighted average maturity of 2.4 years for the cross currency swaps maturing in May 2026 and a remaining weighted average maturity of 6.5 years for the cross currency swaps maturing in April 2031. At June 30, 2023, the fair value of these currency swaps was a net liability of $23.3 million of which $5.6 million was included in prepaid expenses and other and $28.9 million was included in other liabilities on the condensed consolidated balance sheet. At December 31, 2022, the fair value of these currency swaps was a net liability of $11.7 million of which $5.6 million was included in prepaid expenses and other and $17.3 million was included in other liabilities on the condensed consolidated balance sheet.

In July 2023, we entered into a zero cost foreign exchange collar contract with a $215 million notional amount and a May 2026 expiration date. We sold a put option with a lower strike price and bought a call option with a higher strike price to manage the foreign exchange risk related to the final settlement of the $215 million notional cross currency swaps. Upon the execution of the zero cost foreign exchange collar contract, we have de-designated the existing $215 million notional cross currency swaps and re-designated the combined $215 million notional cross currency swaps and zero cost collar into a new hedging instrument. At re-designation, the existing $215 million notional cross currency swaps had a non-zero fair value representing an off-market component of the participating cross currency swaps. The off-market value will be ratably amortized into earnings through May 2026. The combined cross currency swaps and zero cost collar has been designated as a net investment hedge for accounting purposes.

The effect of the amortization of the spot-forward difference on the net investment hedges cross currency swaps is included in interest expense as follows:

*(In millions)*

|  | Three Months Ended June 30, 2023 | 2022 | Six Months Ended June 30, 2023 | 2022 |
| --- | ---: | ---: | ---: | ---: |
| Net derivative instrument gains included in interest expense | $(1.5) | (1.6) | (2.9) | (3.1) |

See Note 1 to the condensed consolidated financial statements for a description of how we account for currency remeasurement for Argentine subsidiaries, beginning July 1, 2018 under the heading, "Argentina".

### Other Operating Income (Expense)

Other operating income (expense) includes amounts included in segment results as well as income and expense not allocated to segments.

*(In millions)*

| Foreign currency items: | Three Months Ended June 30,% 2023 | 2022 | change | Six Months Ended June 30,% 2023 | 2022 | change |
| --- | ---: | ---: | ---: | ---: | ---: | ---: |
| Transaction losses | $(14.0) | (19.3) | (27) | $(26.9) | (40.7) | (34) |
| Derivative instrument gains | 10.4 | 14.1 | (26) | 18.6 | 33.0 | (44) |
| Gains (losses) on sale of property and other assets | 0.1 | 1.1 | (91) | (1.8) | 1.5 | unfav |
| Impairment losses | (0.5) | (0.9) | (44) | (4.2) | (3.0) | 40 |
| Indemnification asset adjustments | (2.1) | — | unfav | (2.6) | — | unfav |
| Share in earnings of equity affiliates | 0.6 | 0.3 | 100 | 1.2 | 0.8 | 50 |
| Royalty income | 1.7 | 1.9 | (11) | 3.6 | 5.1 | (29) |
| Contingent consideration liability adjustment | 4.8 | — | fav | 4.8 | — | fav |
| Other gains | 2.8 | 0.4 | fav | 2.8 | 0.6 | fav |
| Other operating income (expense) | $3.8 | (2.4) | fav | $(4.5) | (2.7) | 67 |

### Nonoperating Income and Expense

### Interest expense

*(In millions)*

|  | Three Months Ended June 30,% 2023 | 2022 | change | Six Months Ended June 30,% 2023 | 2022 | change |
| --- | ---: | ---: | ---: | ---: | ---: | ---: |
| Interest expense | $51.1 | 32.4 | 58 | $97.7 | 60.3 | 62 |

Interest expense was higher in the first six months of 2023 primarily due to higher interest rates on corporate debt. Borrowings were used to fund general corporate initiatives and other working capital needs.

### Interest and other nonoperating income (expense)

*(In millions)*

|  | Three Months Ended June 30,% 2023 | 2022 | change | Six Months Ended June 30,% 2023 | 2022 | change |
| --- | ---: | ---: | ---: | ---: | ---: | --- |
| Interest income | $7.5 | 5.5 | 36 | $14.0 | 8.9 | 57 |
| Gain (loss) on equity securities | (0.9) | (0.1) | unfav | (1.0) | (0.4) | unfav |
| Foreign currency transaction gains (losses) | (0.7) | 1.6 | unfav | (1.1) | 2.3 | unfav |
| Retirement benefit cost other than service cost | 0.8 | (3.2) | fav | 0.8 | (8.0) | fav |
| Argentina turnover tax | (1.4) | — | — | (1.9) | — | — |
| Non-income taxes on intercompany billings(a) | (0.2) | 0.5 | unfav | (0.9) | (1.3) | (31) |
| Other | (1.0) | (0.9) | 11 | (1.1) | 0.6 | unfav |
| Interest and other nonoperating income (expense) | $4.1 | 3.4 | 21 | $8.8 | 2.1 | fav |

(a) Certain of our Latin American subsidiaries incur non-income taxes related to the billing of intercompany charges. These intercompany charges do not impact the Latin America segment results and are eliminated in our consolidation.

### Income Taxes

*(in millions)*

| Continuing operations | Three Months Ended June 30, 2023 | 2022 | Six Months Ended June 30, 2023 | 2022 |
| --- | ---: | ---: | ---: | ---: |
| Provision (benefit) for income taxes (in millions) | $23.4 | 29.3 | $43.7 | (11.8) |
| Effective tax rate | 39.9% | 43.4% | 45.3% | (11.7%) |

#### Valuation Allowance-Tax Credits

In the first quarter of 2022, we concluded that it is more likely than not that a substantial amount of the U.S. deferred tax assets for U.S. foreign tax credit and general business credit carryforwards that previously required a valuation allowance would be realized. Our conclusion was based upon an analysis of the final foreign tax credit regulations that the U.S. Treasury published in the Federal Register on January 4, 2022. Based upon this analysis, we determined a significant amount of the post-2021 foreign withholding taxes will now be ineligible for U.S. foreign income tax credit treatment and therefore we are forecasting that Brink’s U.S. operations will no longer annually be generating new foreign tax credits in excess of its annual foreign tax credit utilization limit. As a result, we expect to be able to utilize a substantial amount of our foreign tax credit and general business tax credit carryforwards to offset future tax prior to their expiration. Accordingly, we reversed a substantial amount of our valuation allowance on our net U.S. deferred tax assets, resulting in a $55.0 million benefit in our provision for income taxes for the period ended June 30, 2022.

For the period ending June 30, 2023, we concluded that changes in Brazilian tax law will allow Brazilian withholding taxes to be eligible for U.S. foreign tax credit treatment. Based on this conclusion, we expect to annually be generating more new foreign tax credits and utilizing fewer foreign tax carryforwards to offset taxes prior to their expiration. As a result, we recorded a $7.0 million tax expense in our provision for income taxes. Due to the novel approach that the final regulations impose, it is possible that further developments in foreign country or U.S. tax laws could occur and may require us to change our assessment of the ultimate amounts we consider more-likely-than-not to be realized.

On July 21, 2023, the U.S. Treasury issued Notice 2023-55 (the "Notice") announcing temporary relief for taxpayers in determining whether a foreign tax is eligible for a foreign tax credit under the final foreign tax credit regulations mentioned above. The Notice will allow us to apply the pre-January 4, 2022 regulations in determining the creditability of foreign taxes for our 2022 and 2023 U.S. income tax filings. The associated financial impact is estimated to be immaterial and will be reported in our third quarter 2023 condensed consolidated financial statements.

#### Effective Tax Rate

Our effective tax rate may fluctuate materially from these estimates due to changes in pre-tax earnings, permanent book-tax differences, changes in the expected amount and geographical mix of earnings, changes in current or deferred taxes due to legislative changes, changes in valuation allowances or accruals for contingencies, changes in distributions of share-based payments, changes in U.S. taxable income, and other factors.

### Noncontrolling Interests

*(In millions)*

|  | Three Months Ended June 30,% 2023 | 2022 | change | Six Months Ended June 30,% 2023 | 2022 | change |
| --- | ---: | ---: | ---: | ---: | ---: | ---: |
| Net income attributable to noncontrolling interests | $3.0 | 3.0 | — | $6.3 | 5.9 | 7 |

The net income attributable to noncontrolling interests in the three months ended June 30, 2023, is consistent with the net income attributable to noncontrolling interests in the three months ended June 30, 2022. The increase in net income attributable to noncontrolling interests in the six months ended June 30, 2023, in comparison to the six months ended June 30, 2022, is primarily attributable to higher 2023 operating results reported by certain subsidiaries that are not wholly-owned.

### Non-GAAP Results Reconciled to GAAP

Non-GAAP results described in this filing are financial measures that are not required by or presented in accordance with GAAP. The purpose of the non-GAAP results is to report financial information from the primary operations of our business by excluding the effects of certain income and expenses that do not reflect the ordinary earnings of our operations. The specific items excluded have not been allocated to segments, are described in detail on pages 44–45, and are reconciled to comparable GAAP measures below.

Non-GAAP results adjust the quarterly non-GAAP tax rates so that the non-GAAP tax rate in each of the quarters is equal to the full-year estimated non-GAAP tax rate. The full-year non-GAAP tax rate in both years excludes certain pretax and income tax amounts. Amounts reported for prior periods have been updated in this report to present information consistently for all periods presented.

The Non-GAAP financial measures are intended to provide investors with a supplemental comparison of our operating results and trends for the periods presented. Our management believes these measures are also useful to investors as they allow investors to evaluate our performance using the same metrics that our management uses to evaluate past performance and prospects for future performance. We do not consider these items to be reflective of our operating performance as they result from events and circumstances that are not a part of our core business. Additionally, non-GAAP results are utilized as performance measures in certain management incentive compensation plans.

Non-GAAP results should not be considered as an alternative to revenue, income or earnings per share amounts determined in accordance with GAAP and should be read in conjunction with their GAAP counterparts. Non-GAAP financial measures may not be comparable to non-GAAP financial measures presented by other companies.

*(In millions, except for percentages)*

| Effective Income Tax Rate(a) | YTD '23 Pre-tax income | Income taxes | Effective tax rate | YTD '22 Pre-tax income | Income taxes | Effective tax rate |
| --- | ---: | ---: | ---: | ---: | ---: | ---: |
| GAAP | $96.5 | 43.7 | 45.3% | $100.7 | (11.8) | (11.7)% |
| Retirement plans(d) | (4.1) | (0.7) |  | 4.9 | 1.4 |  |
| Reorganization and restructuring(b) | 14.2 | 2.6 |  | 14.4 | 2.3 |  |
| Acquisitions and dispositions(b) | 38.6 | 4.4 |  | 28.9 | 1.8 |  |
| Argentina highly inflationary impact(b) | 22.8 | (0.7) |  | 16.6 | (0.5) |  |
| Change in allowance estimate(b) | — | — |  | 16.3 | 3.9 |  |
| Valuation allowance on tax credits(e) | — | (6.7) |  | — | 55.0 |  |
| Chile antitrust matter(b) | 0.4 | 0.1 |  | 0.8 | 0.2 |  |
| Income tax rate adjustment(c) | — | 7.8 |  | — | 3.0 |  |
| Non-GAAP | $168.4 | 50.5 | 30.0% | $182.6 | 55.3 | 30.3% |

Amounts may not add due to rounding.

(a) From continuing operations.

(b) See “Other Items Not Allocated To Segments” on pages 44–45 for details. We do not consider these items to be reflective of our operating performance as they result from events and circumstances that are not a part of our core business.

(c) Non-GAAP income from continuing operations and non-GAAP EPS have been adjusted to reflect an effective income tax rate in each interim period equal to the full-year non-GAAP effective income tax rate. The full-year non-GAAP effective tax rate is estimated at 30.0% for 2023 and was 30.3% for 2022.

(d) Our U.S. retirement plans are frozen and costs related to these plans are excluded from non-GAAP results. Certain non-U.S. operations also have retirement plans. Settlement charges and curtailment gains related to these non-U.S. plans and costs related to our frozen non-U.S. retirement plans are also excluded from non-GAAP results.

(e) In the first six months of 2022, we released a portion of our valuation allowance on certain U.S. deferred tax assets primarily related to foreign tax credit carryforward attributes with such amount being further adjusted in the first half of 2023. The valuation allowance release was due to new foreign tax credit regulations published by the U.S. Treasury in January 2022.

### Non-GAAP Results Reconciled to GAAP

*(In millions, except for percentages and per share amounts)*

| Revenues: | Three Months Ended June 30, 2023 | 2022 | Six Months Ended June 30, 2023 | 2022 |
| --- | ---: | ---: | ---: | ---: |
| GAAP | $1,216.2 | 1,133.9 | $2,401.6 | 2,207.9 |
| Non-GAAP | $1,216.2 | 1,133.9 | $2,401.6 | 2,207.9 |
| Operating profit: |  |  |  |  |
| GAAP | $105.6 | 96.5 | $185.4 | 158.9 |
| Reorganization and restructuring(b) | — | 2.7 | 14.2 | 14.4 |
| Acquisitions and dispositions(b) | 15.0 | 15.4 | 37.0 | 30.6 |
| Argentina highly inflationary impact(b) | 11.0 | 9.0 | 22.2 | 15.1 |
| Change in allowance estimate(b) | — | (0.4) | — | 16.3 |
| Chile antitrust matter(b) | 0.2 | 0.8 | 0.4 | 0.8 |
| Non-GAAP | $131.8 | 124.0 | $259.2 | 236.1 |
| Operating margin: |  |  |  |  |
| GAAP margin | 8.7% | 8.5% | 7.7% | 7.2% |
| Non-GAAP margin | 10.8% | 10.9% | 10.8% | 10.7% |
| Interest expense: |  |  |  |  |
| GAAP | $(51.1) | (32.4) | (97.7) | (60.3) |
| Acquisitions and dispositions(b) | 0.3 | 0.3 | 0.5 | 0.7 |
| Non-GAAP | $(50.8) | (32.1) | $(97.2) | (59.6) |
| Interest and other nonoperating income (expense): |  |  |  |  |
| GAAP | $4.1 | 3.4 | $8.8 | 2.1 |
| Retirement plans(d) | (1.9) | 1.8 | (4.1) | 4.9 |
| Acquisitions and dispositions(b) | 0.6 | (1.7) | 1.1 | (2.4) |
| Argentina highly inflationary impact(b) | 0.3 | 0.9 | 0.6 | 1.5 |
| Non-GAAP | $3.1 | 4.4 | $6.4 | 6.1 |
| Provision (benefit) for income taxes: |  |  |  |  |
| GAAP | $23.4 | 29.3 | 43.7 | (11.8) |
| Retirement plans(d) | (0.1) | 0.7 | (0.7) | 1.4 |
| Reorganization and restructuring(b) | (0.1) | 1.1 | 2.6 | 2.3 |
| Acquisitions and dispositions(b) | 2.0 | 1.0 | 4.4 | 1.8 |
| Argentina highly inflationary impact(b) | (0.2) | (0.3) | (0.7) | (0.5) |
| Change in allowance estimate(b) | — | (0.1) | — | 3.9 |
| Valuation allowance on tax credits(e) | (4.1) | (3.3) | (6.7) | 55.0 |
| Chile antitrust matter(b) | 0.1 | 0.2 | 0.1 | 0.2 |
| Income tax rate adjustment(c) | 4.2 | 0.6 | 7.8 | 3.0 |
| Non-GAAP | $25.2 | 29.2 | $50.5 | $55.3 |
| Net income (loss) attributable to noncontrolling interests: |  |  |  |  |
| GAAP | $3.0 | 3.0 | 6.3 | 5.9 |
| Retirement plans(d) | — | 0.1 | — | 0.1 |
| Acquisitions and dispositions(b) | 0.3 | 0.2 | 0.5 | 0.5 |
| Income tax rate adjustment(c) | (0.3) | (0.1) | (0.6) | (0.5) |
| Non-GAAP | $3.0 | 3.2 | $6.2 | 6.0 |

Amounts may not add due to rounding.

See page 50 for footnote explanations.

*(In millions, except for percentages and per share amounts)*

| Income (loss) from continuing operations attributable to Brink's: | Three Months Ended June 30, 2023 | 2022 | Six Months Ended June 30, 2023 | 2022 |
| --- | ---: | ---: | ---: | ---: |
| GAAP | $32.2 | 35.2 | $46.5 | 106.6 |
| Retirement plans(d) | (1.8) | 1.0 | (3.4) | 3.4 |
| Reorganization and restructuring(b) | 0.1 | 1.6 | 11.6 | 12.1 |
| Acquisitions and dispositions(b) | 13.6 | 12.8 | 33.7 | 26.6 |
| Argentina highly inflationary impact(b) | 11.5 | 10.2 | 23.5 | 17.1 |
| Change in allowance estimate(b) | — | (0.3) | — | 12.4 |
| Valuation allowance on tax credits(e) | 4.1 | 3.3 | 6.7 | (55.0) |
| Chile antitrust matter(b) | 0.1 | 0.6 | 0.3 | 0.6 |
| Income tax rate adjustment(c) | (3.9) | (0.5) | (7.2) | (2.5) |
| Non-GAAP | $55.9 | 63.9 | $111.7 | 121.3 |
| Diluted EPS: |  |  |  |  |
| GAAP | $0.68 | 0.73 | $0.98 | 2.22 |
| Retirement plans(d) | (0.03) | 0.02 | (0.07) | 0.07 |
| Reorganization and restructuring(b) | 0.01 | 0.03 | 0.24 | 0.25 |
| Acquisitions and dispositions(b) | 0.27 | 0.27 | 0.71 | 0.55 |
| Argentina highly inflationary impact(b) | 0.24 | 0.21 | 0.50 | 0.36 |
| Change in allowance estimate(b) | — | (0.01) | — | 0.26 |
| Valuation allowance on tax credits(e) | 0.09 | 0.07 | 0.14 | (1.15) |
| Chile antitrust matter(b) | — | 0.01 | 0.01 | 0.01 |
| Income tax rate adjustment(c) | (0.08) | (0.01) | (0.15) | (0.05) |
| Non-GAAP | $1.18 | 1.34 | $2.36 | 2.53 |

Amounts may not add due to rounding.

See page 50 for footnote explanations.

### LIQUIDITY AND CAPITAL RESOURCES

### Overview

Cash flows from operating activities improved $64.2 million in the first six months of 2023 as compared to the first six months of 2022. Cash used for investing activities increased by $42.1 million in the first six months of 2023 compared to the first six months of 2022. We financed our liquidity needs in the first six months of 2023 with existing cash from operations.

### Operating Activities

*(In millions)*

| Cash flows from operating activities | Six Months Ended June 30, 2023 | 2022 | $ change |
| --- | ---: | ---: | ---: |
| Operating activities - GAAP | $105.3 | 41.1 | 64.2 |
| (Increase) decrease in restricted cash held for customers | 16.2 | (3.5) | 19.7 |
| (Increase) decrease in customer obligations(a) | 32.4 | (5.3) | 37.7 |
| Operating activities - non-GAAP | $153.9 | 32.3 | 121.6 |

(a) To adjust for the change in the balance of customer obligations related to cash received and processed in certain of our secure cash management services operations. The title to this cash transfers to us for a short period of time. The cash is generally credited to customers’ accounts the following day and we do not consider it as available for general corporate purposes in the management of our liquidity and capital resources.

Non-GAAP cash flows from operating activities is a supplemental financial measure that is not required by, or presented in accordance with, GAAP. The purpose of this non-GAAP measure is to report financial information excluding cash flows from restricted cash held for customers and the impact of cash received and processed in certain of our secure cash management services operations. We believe this measure is helpful in assessing cash flows from operations, enables period-to-period comparability and is useful in predicting future operating cash flows. This non-GAAP measure should not be considered as an alternative to cash flows from operating activities determined in accordance with GAAP and should be read in conjunction with our condensed consolidated statements of cash flows.

### GAAP

Cash flows from operating activities improved $64.2 million in the first six months of 2023 compared to the same period in 2022. The increase was attributed to higher operating profit, lower amounts paid for income taxes (we had $54.7 million in cash payments for income taxes in 2023 as compared to $70.5 million in 2022) and working capital changes, partially offset by higher amounts paid for interest (we had $110.0 million in cash payments for interest in 2023 as compared to $56.8 million in 2022), restricted cash held for customers (restricted cash held for customers decreased by $16.2 million in 2023 compared to an increase of $3.5 million in 2022), and changes in customer obligations related to certain of our secure cash management services operations (customer obligations decreased by $32.4 million in 2023 compared to an increase of $5.3 million in 2022).

### Non-GAAP

Non-GAAP cash flows from operating activities improved $121.6 million in the first six months of 2023 as compared to the same period in 2022. The increase was attributed to higher operating profit, lower amounts paid for income taxes and working capital changes, partially offset by higher amounts paid for interest.

### Investing Activities

*(In millions)*

| Cash flows from investing activities | Six Months Ended June 30, 2023 | 2022 | $ change |
| --- | ---: | ---: | ---: |
| Capital expenditures | $(89.4) | (83.4) | (6.0) |
| Acquisitions, net of cash acquired | — | (14.0) | 14.0 |
| Dispositions, net of cash disposed | 1.1 | — | 1.1 |
| Marketable securities: |  |  |  |
| Purchases | (44.5) | (0.5) | (44.0) |
| Sales | 0.9 | 1.1 | (0.2) |
| Proceeds from sale of property and equipment | 1.0 | 2.0 | (1.0) |
| Net change in loans held for investment | (14.2) | (7.7) | (6.5) |
| Other | (0.4) | — | (0.4) |
| Discontinued operations | 0.9 | — | 0.9 |
| Investing activities | $(144.6) | (102.5) | (42.1) |

Cash used in investing activities increased by $42.1 million in the first six months of 2023 versus the first six months of 2022. The increase was primarily due to increases in cash paid for marketable security purchases and net change in loans held for investment, as discussed in Note 13, partially offset by decreased payments for acquisitions.

Capital expenditures and depreciation and amortization were as follows:

*(In millions)*

| Property and equipment acquired during the period Capital expenditures:(a) | Six Months Ended June 30, 2023 | 2022 | $Full Year change | 2022 |
| --- | ---: | ---: | ---: | ---: |
| North America | $20.7 | 18.9 | 1.8 | 41.4 |
| Latin America | 21.8 | 23.2 | (1.4) | 50.1 |
| Europe | 27.4 | 22.9 | 4.5 | 50.5 |
| Rest of World | 15.3 | 16.4 | (1.1) | 34.4 |
| Corporate | 4.2 | 2.0 | 2.2 | 6.2 |
| Capital expenditures - GAAP and non-GAAP | $89.4 | 83.4 | 6.0 | 182.6 |
| Financing leases:(b) |  |  |  |  |
| North America | $32.8 | 16.0 | 16.8 | 46.3 |
| Latin America | 1.9 | 7.3 | (5.4) | 10.9 |
| Europe | 10.3 | 16.0 | (5.7) | 8.1 |
| Rest of World | 1.8 | 0.3 | 1.5 | 0.4 |
| Financing leases - GAAP and non-GAAP | $46.8 | 39.6 | 7.2 | 65.7 |
| Total: |  |  |  |  |
| North America | $53.5 | 34.9 | 18.6 | 87.7 |
| Latin America | 23.7 | 30.5 | (6.8) | 61.0 |
| Europe | 37.7 | 38.9 | (1.2) | 58.6 |
| Rest of World | 17.1 | 16.7 | 0.4 | 34.8 |
| Corporate | 4.2 | 2.0 | 2.2 | 6.2 |
| Total property and equipment acquired | $136.2 | 123.0 | 13.2 | 248.3 |
| **Depreciation and amortization(a)** |  |  |  |  |
| North America | $35.8 | 34.3 | 1.5 | 69.1 |
| Latin America | 26.2 | 24.6 | 1.6 | 49.1 |
| Europe | 27.8 | 19.6 | 8.2 | 39.6 |
| Rest of World | 11.7 | 11.9 | (0.2) | 23.6 |
| Corporate | 3.5 | 4.4 | (0.9) | 8.4 |
| Depreciation and amortization - non-GAAP | $105.0 | 94.8 | 10.2 | 189.8 |
| Argentina highly inflationary impact | 2.4 | 1.3 | 1.1 | 2.9 |
| Reorganization and Restructuring | 1.2 | — | 1.2 | 1.0 |
| Acquisitions and dispositions | — | — | — | 0.1 |
| Amortization of intangible assets | 28.6 | 25.2 | 3.4 | 52.0 |
| Depreciation and amortization - GAAP | $137.2 | 121.3 | 15.9 | 245.8 |

(a) Incremental depreciation related to highly inflationary accounting in Argentina, accelerated depreciation related to restructuring activities and acquisition-related integration activities, and amortization of acquisition-related intangible assets have been excluded from non-GAAP amounts.

(b) Represents the amount of property and equipment acquired using financing leases. Because the assets are acquired without using cash, the acquisitions are not reflected in the condensed consolidated statements of cash flows. Amounts are provided here to assist in the comparison of assets acquired in the current year versus prior years.

Non-GAAP capital expenditures and non-GAAP depreciation and amortization are supplemental financial measures that are not required by, or presented in accordance with GAAP. The purpose of these non-GAAP measures is to report financial information excluding incremental depreciation resulting from highly inflationary accounting in Argentina, accelerated depreciation from restructuring activities and acquisition-related integration activities, and amortization of acquisition-related intangible assets. We believe these measures are helpful in assessing capital expenditures and depreciation and amortization, enable period-to-period comparability and are useful in predicting future investing cash flows. These non-GAAP measures should not be considered as alternatives to capital expenditures and depreciation and amortization determined in accordance with GAAP and should be read in conjunction with our condensed consolidated statements of cash flows.

Our reinvestment ratio, which we define as the annual amount of property and equipment acquired during the period divided by the annual amount of depreciation, was 1.3 for the 12 months ending June 30, 2023 compared to 1.4 for the 12 months ending June 30, 2022.

Capital expenditures in the first six months of 2023 were primarily for cash devices, information technology, armored vehicles and machinery and equipment.

### Financing Activities

*(In millions)*

| Cash flows from financing activities Borrowings and repayments: | Six Months Ended June 30, 2023 | 2022 | $ change |
| --- | ---: | ---: | ---: |
| Short-term borrowings | $76.2 | 4.5 | 71.7 |
| Long-term revolving credit facilities, net | (42.6) | (0.3) | (42.3) |
| Other long-term debt, net | (33.2) | 170.7 | (203.9) |
| Borrowings (repayments) | 0.4 | 174.9 | (174.5) |
| Acquisition of noncontrolling interest | (0.6) | — | (0.6) |
| Debt financing costs | — | (5.5) | 5.5 |
| Repurchase shares of Brink's common stock | (17.5) | — | (17.5) |
| Dividends to: |  |  |  |
| Shareholders of Brink’s | (19.5) | (18.9) | (0.6) |
| Noncontrolling interests in subsidiaries | (2.8) | (2.8) | — |
| Acquisition-related financing activities: |  |  |  |
| Cash paid for acquisition related to settlements and obligations | (9.7) | (2.5) | (7.2) |
| Tax withholdings associated with share-based compensation | (6.9) | (10.2) | 3.3 |
| Other | 2.3 | 1.5 | 0.8 |
| Financing activities | $(54.3) | 136.5 | (190.8) |

### Debt borrowings and repayments

Cash flows from financing activities decreased by $190.8 million year over year as we had net cash used in financing activities of $54.3 million in the first six months of 2023 compared to net cash provided by financing activities of $136.5 million in the first six months of 2022. The change was driven primarily by a decrease in net borrowings compared to the prior year six month period. Additionally, we used $17.5 million to repurchase shares of common stock in 2023.

### Dividends

We paid dividends to Brink’s shareholders of $0.42 per share or $19.5 million in the first six months of 2023 compared to $0.40 per share or $18.9 million in the first six months of 2022. Future dividends are dependent on our earnings, financial condition, shareholders’ equity levels, our cash flow and business requirements, as determined by the Board of Directors.

### Reconciliation of Net Debt to U.S. GAAP Measures

*(In millions)*

| Debt: | June 30, 2023 | December 31, 2022 |
| --- | ---: | ---: |
| Short-term borrowings | $127.5 | 47.2 |
| Long-term debt | 3,341.1 | 3,355.6 |
| Total Debt | 3,468.6 | 3,402.8 |
| Less: |  |  |
| Cash and cash equivalents | 890.1 | 972.0 |
| Amounts held by Cash Management Services operations(a) | (63.2) | (85.2) |
| Cash and cash equivalents available for general corporate purposes | 826.9 | 886.8 |
| Net Debt(b) | $2,641.7 | 2,516.0 |

(a) Title to cash received and processed in certain of our secure Cash Management Services operations transfers to us for a short period of time. The cash is generally credited to customers’ accounts the following day and we do not consider it as available for general corporate purposes in the management of our liquidity and capital resources and in our computation of Net Debt.

(b) Included within Net Debt is net cash from our Argentina operations of $25 million at June 30, 2023 and $58 million at December 31, 2022 (see Note 1 to the condensed consolidated financial statements for a discussion of currency controls in Argentina).

Net Debt is a supplemental non-GAAP financial measure that is not required by or presented in accordance with GAAP. We use Net Debt as a measure of our financial leverage. We believe that investors also may find Net Debt to be helpful in evaluating our financial leverage. Net Debt should not be considered as an alternative to Debt determined in accordance with GAAP and should be reviewed in conjunction with our condensed consolidated balance sheets. Set forth above is a reconciliation of Net Debt, a non-GAAP financial measure, to Debt, which is the most directly comparable financial measure calculated and reported in accordance with GAAP, as of June 30, 2023, and December 31, 2022.

Net Debt increased by $126 million primarily due to increased provisional credit from growth in our DRS line of business, increased financing lease debt and the use of cash to purchase marketable securities.

### Liquidity Needs

Our liquidity needs include not only the working capital requirements of our operations but also investments in our operations, business development activities, payments on outstanding debt, dividend payments and share repurchases.

Our liquidity needs are typically financed by cash from operations, short-term debt and the available borrowing capacity under our Revolving Credit Facility (our debt facilities are described in more detail in Note 9 to the condensed consolidated financial statements, including certain limitations and considerations related to the cash and borrowing capacity). As of June 30, 2023, $379 million was available under the Revolving Credit Facility. Based on our current cash on hand, cash generated from operations, and amounts available under our credit facilities, we believe that we will be able to meet our liquidity needs for the next 12 months.

*Limitations on dividends from foreign subsidiaries.* A significant portion of our operations are outside the U.S. which may make it difficult or costly to repatriate cash for use in the U.S. See “Risk Factors” in Item 1A of our annual report on Form 10-K for the year ended December 31, 2022, for more information on the risks associated with having businesses outside the U.S.

Our conclusion that we will be able to fund our cash requirements for the next 12 months by using existing capital resources, cash on hand, and cash generated from operations does not take into account any potential material worsening of economic conditions, and material increases in inflation, that would adversely affect our business. The anticipated cash needs of our business could change significantly if we pursue and complete additional business acquisitions, if our business plans change, or if other economic conditions change, such as material increases in inflation, from those currently prevailing or from those now anticipated, such as higher inflation or if other unexpected circumstances arise that may have a material effect on the cash flow or profitability of our business, including material negative changes in the health and welfare of our employees or changes in the condition of our customers or suppliers, and the operating performance or financial results of our business. Any of these events or circumstances, including any new business opportunities, could involve significant additional funding needs in excess of the identified currently available sources and could require us to raise additional debt or equity funding to meet those needs. Our ability to raise additional capital, if necessary, is subject to a variety of factors that we cannot predict with certainty, including:

- our future profitability;
- the quality of our accounts receivable;
- our relative levels of debt and equity;
- the volatility and overall condition of the capital markets; and
- the market prices of our securities.

### Equity

On October 27, 2021, we announced that our Board of Directors authorized a $250 million share repurchase program that expires on December 31, 2023 (the "2021 Repurchase Program"). This authorization replaces our previous $250 million repurchase program, authorized by the Board in February 2020 (the "2020 Repurchase Program"), which expired on December 31, 2021, with no amount remaining available.

Under the 2021 Repurchase Program, we are not obligated to repurchase any specific dollar amount or number of shares. The timing and volume of share repurchases may be executed at the discretion of management on an opportunistic basis, or pursuant to trading plans or other arrangements. Share repurchases under this program may be made in the open market, in privately negotiated transactions, or otherwise.

During the first six months ended June 30, 2023, we repurchased a total of 272,467 shares of our common stock for an aggregate of $17.5 million and an average price of $64.38 per share. These shares were retired upon repurchase. At June 30, 2023, $180 million remained available under the 2021 Repurchase Program.

Under the 2020 Repurchase Program, we entered into an accelerated share repurchase arrangement ("ASR") in the fourth quarter of 2021 and repurchased 1,742,160 shares in November 2021 in exchange for a $150 million upfront payment to a financial institution. Under this ASR, the purchase period had a scheduled termination date of June 1, 2022. In April 2022, the financial institution elected to early terminate this ASR and an additional 546,993 shares were repurchased. In total, 2,289,153 shares were repurchased under this ASR at an average repurchase price of $65.53.

### U.S. Retirement Liabilities

### Assumptions for U.S. Retirement Obligations

The amounts in the tables below are based on a variety of estimates, including actuarial assumptions as of the most recent measurement date. The assumptions used to estimate our U.S. retirement obligations can be found in our Annual Report on Form 10-K for the year ended December 31, 2022. The estimated amounts will change in the future to reflect payments made, investment returns, actuarial revaluations, and other changes in estimates. Actual amounts could differ materially from the estimated amounts and will be updated at December 31, 2023.

Our most significant actuarial assumptions include:

- Changing discount rates and other assumptions in effect at measurement dates (normally December 31)
- Investment returns of plan assets
- Addition of new participants (historically immaterial due to freezing of pension benefits and exit from coal business)
- Mortality rates
- Change in laws

*Funded Status of U.S. Retirement Plans*

*(In millions)*

| Primary U.S. pension plan | Actual 2022 | Actual First half 2023 | Projected 2nd half 2023 | 2024 | 2025 | 2026 | 2027 |
| --- | ---: | ---: | ---: | ---: | ---: | ---: | ---: |
| Beginning funded status | $(65.8) | (24.0) | (16.5) | (24.9) | (24.7) | (22.5) | (8.5) |
| Net periodic pension credit(a) | 26.0 | 7.5 | 7.6 | 14.0 | 12.1 | 10.0 | 8.3 |
| Payment from Brink’s | — | — | — | — | — | 11.7 | 11.5 |
| Benefit plan experience gain (loss) | 15.8 | — | (16.0) | (13.8) | (9.9) | (7.7) | (5.0) |
| Ending funded status | $(24.0) | (16.5) | (24.9) | (24.7) | (22.5) | (8.5) | 6.3 |
| **UMWA plans** |  |  |  |  |  |  |  |
| Beginning funded status | $(219.4) | (94.9) | (92.9) | (95.7) | (97.9) | (100.4) | (103.4) |
| Net periodic postretirement cost(a) | 2.9 | (0.5) | (0.3) | (2.2) | (2.5) | (3.0) | (3.4) |
| Benefit plan experience gain | 58.5 | — | — | — | — | — | — |
| Prior service credit(b) | 66.7 | — | — | — | — | — | — |
| Other | (3.6) | 2.5 | (2.5) | — | — | — | — |
| Ending funded status | $(94.9) | (92.9) | (95.7) | (97.9) | (100.4) | (103.4) | (106.8) |
| **Black lung plans** |  |  |  |  |  |  |  |
| Beginning funded status | $(101.3) | (75.8) | (74.0) | (70.4) | (65.3) | (60.5) | (56.1) |
| Net periodic postretirement cost(a) | (2.6) | (1.9) | (2.0) | (3.6) | (3.3) | (3.1) | (2.8) |
| Payment from Brink’s | 8.8 | 3.7 | 5.6 | 8.7 | 8.1 | 7.5 | 6.9 |
| Benefit plan experience gain | 19.3 | — | — | — | — | — | — |
| Ending funded status | $(75.8) | (74.0) | (70.4) | (65.3) | (60.5) | (56.1) | (52.0) |

(a) Excludes amounts reclassified from accumulated other comprehensive income (loss).

(b) The UMWA plan was updated to move to a fully insured medical program through Medicare Advantage and a prior service credit has been established.

### Primary U.S. Pension Plan

Pension benefits provided to eligible U.S. employees were frozen on December 31, 2005, and are not provided to employees hired after 2005 or to those covered by a collective bargaining agreement. We did not make cash contributions to the primary U.S. pension plan in 2022 or the first six months of 2023. There are approximately 10,700 beneficiaries in the plan.

Based on our current assumptions, we do not expect to make contributions until 2026.

### UMWA Plans

Retirement benefits related to former coal operations include medical benefits provided by the Pittston Coal Group Companies Employee Benefit Plan for UMWA Represented Employees. There were approximately 2,500 beneficiaries in the UMWA plans as of December 31, 2022. The Company does not need to make additional contributions to these plans until 2033 based on actuarial assumptions.

### Black Lung

Under the Federal Black Lung Benefits Act of 1972, Brink’s is responsible for paying lifetime black lung benefits to miners and their dependents for claims filed and approved after June 30, 1973. There were approximately 800 black lung beneficiaries as of December 31, 2022.

### Summary of Expenses Related to All U.S. Retirement Liabilities through 2027

This table summarizes actual and projected expense related to U.S. retirement liabilities.

*(In millions)*

|  | Actual 2022 | Actual First half 2023 | Projected 2nd half 2023 | FY2023 | 2024 | 2025 | 2026 | 2027 |
| --- | ---: | ---: | ---: | ---: | ---: | ---: | ---: | ---: |
| Primary U.S. pension plan | $(1.9) | (6.7) | (6.9) | (13.6) | (8.7) | (2.0) | 5.0 | 11.1 |
| UMWA plans | 2.5 | (2.1) | (3.0) | (5.1) | (2.5) | (2.5) | 2.3 | 2.5 |
| Black lung plans | 9.8 | 4.2 | 4.3 | 8.5 | 7.8 | 7.3 | 6.8 | 6.3 |
| Total | $10.4 | (4.6) | (5.6) | (10.2) | (3.4) | 2.8 | 14.1 | 19.9 |

### Summary of Payments from Brink’s to U.S. Plans and Payments from U.S. Plans to Participants through 2027

This table summarizes actual and projected payments from Brink’s to U.S. retirement plans and from the plans to participants.

*(In millions)*

| Payments from Brink’s to U.S. Plans | Actual 2022 | Actual First half 2023 | Projected 2nd half 2023 | FY2023 | 2024 | 2025 | 2026 | 2027 |
| --- | ---: | ---: | ---: | ---: | ---: | ---: | ---: | ---: |
| Primary U.S. pension plan | $— | — | — | — | — | — | 11.7 | 11.5 |
| Black lung plans | 8.8 | 3.7 | 5.6 | 9.3 | 8.7 | 8.1 | 7.5 | 6.9 |
| Total | $8.8 | 3.7 | 5.6 | 9.3 | 8.7 | 8.1 | 19.2 | 18.4 |
| **Payments from U.S. Plans to participants** |  |  |  |  |  |  |  |  |
| Primary U.S. pension plan | $44.4 | 22.3 | 25.8 | 48.1 | 48.0 | 48.0 | 48.0 | 47.7 |
| UMWA plans | 20.3 | 10.3 | 9.7 | 20.0 | 19.9 | 19.8 | 19.6 | 19.5 |
| Black lung plans | 8.8 | 3.7 | 5.6 | 9.3 | 8.7 | 8.1 | 7.5 | 6.9 |
| Total | $73.5 | 36.3 | 41.1 | 77.4 | 76.6 | 75.9 | 75.1 | 74.1 |

### Contingent Matters

See Note 14 to the condensed consolidated financial statements for information about contingent matters at June 30, 2023.

## Market risk

As filed, 782 characters.

We serve customers in more than 100 countries, including 52 countries where we operate subsidiaries. These operations expose us to a variety of market risks, including the effects of changes in interest rates and foreign currency exchange rates. In addition, we consume various commodities in the normal course of business, exposing us to the effects of changes in the prices of such commodities. These financial and commodity exposures are monitored and managed by us as an integral part of our overall risk management program. Our risk management program seeks to reduce the potentially adverse effects that the volatility of certain markets may have on our operating results. We have not had any material change in our market risk exposures in the six months ended June 30, 2023.

## Controls and procedures

As filed, 7,828 characters.

Pursuant to Rule 13a-15(b) under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), we carried out an evaluation, under the supervision and with the participation of our management, including our Chief Executive Officer (“CEO”), who is our principal executive officer, and our Executive Vice President and Chief Financial Officer (“CFO”), who is our principal financial officer, of the effectiveness of the design and operation of our disclosure controls and procedures (as defined under Rule 13a-15(e) and 15d-15(e) under the Exchange Act) as of the end of the period covered by this report. Based upon that evaluation, as of the end of the period covered by this report, our CEO and CFO concluded that the material weakness previously identified in Item 9A. "Controls and Procedures" of our Annual Report on Form 10-K for the year ended December 31, 2022 was still present as of June 30, 2023. Based on that material weakness, and the evaluation of our disclosure controls and procedures, our CEO and CFO concluded that our disclosure controls and procedures were not effective as of June 30, 2023.

Notwithstanding the material weakness in our internal control over financial reporting, we have concluded that the condensed consolidated financial statements included in this Form 10-Q fairly present, in all material respects, our financial position, results of operations and cash flows for the periods presented in conformity with accounting principles generally accepted in the United States of America.

#### Changes in internal control over financial reporting.

There has been no change in our internal control over financial reporting during the quarter ended June 30, 2023 that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.

### Forward-looking information

This document contains both historical and forward-looking information. Words such as “anticipates,” “assumes,” “estimates,” “expects,” “projects,” “predicts,” “intends,” “plans,” “potential,” “believes,” “could,” “may,” “should” and similar expressions may identify forward looking information. Forward-looking information in this document includes, but is not limited to, statements concerning: the ability to remediate the material weakness in our internal control over financial reporting; costs associated with labor rate increases related to future payments to the Maco Transportadora and Maco Litoral unions; difficulty in repatriating cash; continued strengthening of the U.S. dollar; anticipated costs of our reorganization and restructuring activities, including 2022 global restructuring activities; our ability to consummate acquisitions and integrate their operations successfully; collection of receivables related to the internal loss in the U.S. global services operations; support for our Venezuela business; changes in allowance calculation methods; the impact of foreign currency forward and swap contracts; our effective tax rate; realization of deferred tax assets; the impact of foreign tax credit regulations; the ability to meet liquidity needs; expenses and payouts for the U.S. retirement plans and the funded status of the primary pension plan; expected liability for and future contributions to the UMWA plans; liability for black lung obligations; the effect of pending legal matters, including the Chile antitrust matter; the impacts of the operating environment in Argentina; and expected future payments under contractual obligations. Forward-looking information in this document is subject to known and unknown risks, uncertainties, and contingencies, which are difficult to quantify and which could cause actual results, performance or achievements to differ materially from those that are anticipated.

These risks, uncertainties and contingencies, many of which are beyond our control, include, but are not limited to:

- our ability to improve profitability and execute further cost and operational improvements and efficiencies in our core businesses;
- our ability to improve service levels and quality in our core businesses;
- market volatility and commodity price fluctuations;
- general economic issues, including supply chain disruptions, fuel price increases, inflation and changes in interest rates;
- seasonality, pricing and other competitive industry factors;
- investment in information technology and its impact on revenue and profit growth;
- our ability to maintain an effective IT infrastructure and safeguard confidential information, including from a cybersecurity incident;
- our ability to effectively develop and implement solutions for our customers;
- risks associated with operating in foreign countries, including changing political, labor and economic conditions (including political conflict or unrest), regulatory issues (including the imposition of international sanctions, including by the U.S. government), currency restrictions and devaluations, restrictions on and cost of repatriating earnings and capital, impact on our financial results as a result of jurisdictions' higher-than-expected inflation and those determined to be highly inflationary, and restrictive government actions, including nationalization;
- labor issues, including labor shortages, negotiations with organized labor and work stoppages;
- pandemics (including the ongoing COVID-19 pandemic and related impacts and restrictions on the actions of businesses and consumers, including suppliers and customers), acts of terrorism, strikes or other extraordinary events that negatively affect global or regional cash commerce;
- anticipated cash needs in light of our current liquidity position and the impact of COVID-19 on our liquidity;
- the strength of the U.S. dollar relative to foreign currencies and foreign currency exchange rates;
- our ability to identify, evaluate and complete acquisitions and other strategic transactions and to successfully integrate acquired companies;
- costs related to dispositions and product or market exits;
- our ability to obtain appropriate insurance coverage, positions taken by insurers relative to claims and the financial condition of insurers;
- safety and security performance and loss experience;
- employee, environmental and other liabilities in connection with former coal operations, including black lung claims;
- the impact of the Patient Protection and Affordable Care Act on legacy liabilities and ongoing operations;
- funding requirements, accounting treatment, and investment performance of our pension plans, the VEBA and other employee benefits;
- changes to estimated liabilities and assets in actuarial assumptions;
- the nature of hedging relationships and counterparty risk;
- access to the capital and credit markets;
- our ability to realize deferred tax assets;
- the outcome of pending and future claims, litigation, and administrative proceedings;
- public perception of our business, reputation and brand;
- changes in estimates and assumptions underlying our critical accounting policies; and
- the promulgation and adoption of new accounting standards, new government regulations and interpretation of existing standards and regulations.

This list of risks, uncertainties and contingencies is not intended to be exhaustive. Additional factors that could cause our results to differ materially from those described in the forward-looking statements can be found under “Risk Factors” in Item 1A of our Annual Report on Form 10-K for the period ended December 31, 2022 and in our other public filings with the Securities and Exchange Commission. The forward looking information included in this document is representative only as of the date of this document, and The Brink’s Company undertakes no obligation to update any information contained in this document.

Filed Aug 9, 2023.
Source: SEC EDGAR, the filing index for accession 0000078890-23-000340. Last ingested by Listed: Nov 4, 2026, 07:32 ET. No prices; not investment advice.