XML 26 R13.htm IDEA: XBRL DOCUMENT
v3.24.3

Acquisitions | 9 Months Ended
--- | ---
Sep. 30, 2024
Business Combination, Asset Acquisition, and Joint Venture Formation [Abstract] |
Acquisitions | Acquisitions 2024 Acquisitions In March 2024, the Company acquired 70% of Zapay, a Brazil-based digital consumer mobility solution for paying vehicle-related taxes and compliance fees, for approximately $59.5 million, net of cash. As part of the agreement, the Company has the right to acquire the remainder of Zapay in four years from the acquisition date. The majority investment in Zapay further scales the Company's Vehicle Payments business in Brazil. In July 2024, the Company acquired 100% of Paymerang, a U.S.-based leader in accounts payables automation solutions, for approximately $179.2 million, net of cash and cash equivalents and restricted cash acquired of $309 million. The acquisition expands Corpay's presence in several markets, including education, healthcare, hospitality and manufacturing. Results from these acquisitions have been included in the Company's consolidated results from the respective date of each acquisition. Results from the Zapay acquisition have been included in the Company's Vehicle Payments segment and the results of Paymerang have been included in the Company's Corporate Payments segment. Acquisition accounting is preliminary for the 2024 acquisitions as the Company is still completing the valuation for intangible assets, income taxes, working capital, contingencies and the non-controlling interest (for Zapay). The provisional estimated fair value of the Zapay noncontrolling interest was based on the price the Company paid for its 70% controlling interest. Noncompete agreements signed in conjunction with these acquisitions were accounted for separately from the business acquisition. The following table summarizes the preliminary acquisition accounting for the business acquisitions noted above (in thousands):
Trade and other receivables | $ | 12,632 |
Prepaid expenses and other current assets | 1,330 |
Other long term assets | 3,589 |
Goodwill | 380,248 |
Intangibles | 245,503 |
Accounts payable | (9,839) |
Other current liabilities | (302,203) |
Other noncurrent liabilities | (63,102) |
Total fair value of net assets acquired | $ | 268,158 |
Less: Noncontrolling interest | (29,437) |
Aggregate purchase price, net of cash acquired | $ | 238,721 |
The preliminary estimated fair value of intangible assets acquired and the related estimated useful lives consisted of the following (in thousands):
| Useful Lives (in Years) |  | Value |
Trade names and trademarks | 7 to Indefinite |  | $ | 22,738 |  |
Proprietary technology | 4 to 5 |  | 18,385 |  |
Customer and vendor relationships | 2 to 20 |  | 204,380 |  |
|  |  | $ | 245,503 |  |
During the nine months ended September 30, 2024, the Company also completed asset acquisitions for approximately $6.7 million. In June 2024, the Company signed a definitive agreement to acquire 100% of GPS Capital Markets, LLC ("GPS") for approximately $725 million. GPS provides business-to-business cross-border and treasury management solutions to upper middle market companies, primarily in the U.S. The transaction is expected to close in early 2025, subject to regulatory approval and standard closing conditions and will be reflected in the Company's Corporate Payments segment. 2023 Acquisitions In January 2023, the Company acquired 100% of Global Reach, a U.K.-based cross-border payments provider, for approximately $102.9 million, net of cash. In February 2023, the Company acquired the remainder of its investment in Mina Digital Limited ("Mina"), a cloud-based electric vehicle ("EV") charging software platform. In February 2023, the Company also acquired 100% of Business Gateway AG, a European-based service, maintenance and repair technology provider. In September 2023, the Company acquired 100% of PayByPhone Technologies, Inc., the world's second largest mobile parking operator, for approximately $301.9 million, net of cash. Each of these 2023 acquisitions provide incremental geographic expansion of our products, with PayByPhone specifically intended to progress the Company's broader strategy to transform our vehicle payments business. Results from these acquisitions have been included in the Company's consolidated results from the respective date of each acquisition. Results from the Global Reach Group are included in the Company's Corporate Payments segment and the results for Mina Digital Limited, Business Gateway AG and PayByPhone are included in the Company's Vehicle Payments segment. The aggregate purchase price of these acquisitions was approximately $437.0 million (inclusive of the $8.5 million previously-held equity method investment in Mina), net of cash of $117 million. The Company financed the acquisitions using a combination of available cash and borrowings under its existing credit facility. Any noncompete agreements signed in conjunction with these acquisitions were accounted for separately from the business acquisition. Acquisition accounting for the 2023 acquisitions was finalized during the first quarter of 2024 (for Global Reach, Mina and Business Gateway AG) and during the third quarter of 2024 (for PaybyPhone) as the measurement periods closed. There were no material measurement period adjustments recorded during the three and nine months ended September 30, 2024. The following table summarizes the acquisition accounting, in aggregate, for the business acquisitions noted above (in thousands):
Trade and other receivables | $ | 9,299 |
Prepaid expenses and other current assets | 46,425 |
Other long term assets | 13,302 |
Goodwill | 383,851 |
Intangibles | 158,689 |
Accounts payable | (25,238) |
Other current liabilities | (132,132) |
Other noncurrent liabilities | (18,923) |
Aggregate purchase price, net of cash acquired | $ | 435,273 |
The estimated fair value of intangible assets acquired and the related estimated useful lives consisted of the following (in thousands):
| Useful Lives (in Years) |  | Value |
Trade names and trademarks | 2 to Indefinite |  | $ | 12,459 |  |
Proprietary technology | 5 to 7 |  | 11,885 |  |
Customer relationships | 6 to 20 |  | 134,345 |  |
|  |  | $ | 158,689 |  |

X
- References No definition available. + Details
Name: | us-gaap_BusinessCombinationAndAssetAcquisitionAbstract
Namespace Prefix: | us-gaap_
Data Type: | xbrli:stringItemType
Balance Type: | na
Period Type: | duration

X
- Definition The entire disclosure for a business combination (or series of individually immaterial business combinations) completed during the period, including background, timing, and recognized assets and liabilities. The disclosure may include leverage buyout transactions (as applicable). + References Reference 1: http://www.xbrl.org/2003/role/disclosureRef -Topic 805 -SubTopic 20 -Name Accounting Standards Codification -Section 50 -Paragraph 5 -Subparagraph (b) -Publisher FASB -URI https://asc.fasb.org/1943274/2147479907/805-20-50-5 Reference 2: http://fasb.org/us-gaap/role/ref/legacyRef -Topic 805 -Name Accounting Standards Codification -Publisher FASB -URI https://asc.fasb.org/805/tableOfContent + Details
Name: | us-gaap_BusinessCombinationDisclosureTextBlock
Namespace Prefix: | us-gaap_
Data Type: | dtr-types:textBlockItemType
Balance Type: | na
Period Type: | duration