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Acquisitions | 6 Months Ended
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Jun. 30, 2019
Business Combinations [Abstract] |
Acquisitions |
(4) | Acquisitions
During April 2019, Newmark completed the acquisition of MLG Commercial LLC, a Milwaukee-based commercial real estate company offering both brokerage and property management services in Wisconsin. During June 2019, Newmark completed the acquisition of ACRES, a commercial brokerage and management firm headquartered in Utah. ACRES operates offices in Salt Lake City, Utah; Boise, Idaho; and Reno, Nevada. For the six months ended June 30, 2019, the following table summarizes the components of the purchase consideration transferred, and the preliminary allocation of the assets acquired, and liabilities assumed. Newmark expects to finalize its analysis of the assets acquired and liabilities assumed within the first year of the acquisition, and therefore adjustments to assets and liabilities may occur.
|  | As of the Acquisition Date |
Assets |  |  |  |
Cash and cash equivalents |  | $ | 922 |
Goodwill |  |  | 27,798 |
Receivables, net |  |  | 4,348 |
Fixed Assets, net |  |  | 15 |
Other intangible assets, net |  |  | 2,075 |
Other assets |  |  | 236 |
Total assets |  |  | 35,394 |
Current liabilities |  |  |  |
Current portion of accounts payable, accrued expenses and other liabilities |  |  | 1,365 |
Accrued compensation |  |  | 2,125 |
Total liabilities |  |  | 3,490 |
Net assets acquired |  | $ | 31,904 |
The total consideration for acquisitions during the six months ended June 30, 2019 was approximately $31.9 million in total fair value, comprised of cash and Newmark Holdings limited partnership units. The total consideration included contingent consideration of 233,779 Newmark’s Holding partnership units (with an acquisition date fair value of approximately $1.9 million), and $7.8 million in cash that may be issued contingent on certain targets being met through 2021. The excess of the consideration over the fair value of the net assets acquired has been recorded as goodwill of approximately $27.8 million, of which $18.8 million is deductible by Newmark for tax purposes. These acquisitions are accounted for using the purchase method of accounting. The results of operations of these acquisitions have been included in Newmark’s unaudited condensed consolidated financial statements subsequent to their respective dates of acquisition, which in aggregate contributed $1.7 million to Newmark’s revenue for the three and six months ended June 30, 2019. During April of 2018, Newmark completed the acquisition of two former Integra Realty Resources (“IRR”) offices (Boston and Pittsburgh). IRR specializes in commercial real estate valuation and advisory services, and the acquisition provides Newmark with greater geographic coverage. In July 2018, Newmark completed the acquisition of two additional IRR offices (Denver and Pasadena) as well as Dallas based Jackson & Cooksey, Inc., a nationally known corporate tenant representation real estate business. In September 2018, Newmark completed the acquisition of RKF Retail Holdings, LLC (“RKF”). RKF is a leading independent real estate firm in North America specializing in retail leasing, investment sales and consulting services. In December 2018, Newmark completed the acquisition of New York-based MiT National Land Services, LLC, a national title agency. For the year ended December 31, 2018, the following table summarizes the components of the purchase consideration transferred, and the preliminary allocation of the assets acquired, and liabilities assumed. Newmark expects to finalize its analysis of the assets acquired and liabilities assumed within the first year of the acquisition, and therefore adjustments to assets and liabilities may occur.
|  | As of the Acquisition Date |
Assets |  |  |  |
Cash and cash equivalents |  | $ | 1,110 |
Goodwill |  |  | 42,188 |
Receivables, net |  |  | 50,731 |
Fixed Assets, net |  |  | 1,276 |
Other intangible assets, net |  |  | 4,677 |
Other assets |  |  | 2,894 |
Total assets |  |  | 102,876 |
Current liabilities |  |  |  |
Current portion of accounts payable, accrued expenses and other liabilities |  |  | 15,937 |
Accrued compensation |  |  | 26,765 |
Total liabilities |  |  | 42,702 |
Net assets acquired |  | $ | 60,174 |
The total consideration for acquisitions during the year ended December 31, 2018 was approximately $62.9 million in total fair value, comprised of cash and Newmark Holdings limited partnership units. The total consideration included contingent consideration of approximately 465,316 Newmark’s Holding partnership units (with an acquisition date fair value of approximately $6.2 million), restricted stock of approximately 216,900 (with an acquisition date fair value of approximately $3.1 million) and $8.6 million in cash that may be issued contingent on certain targets being met through 2021. The excess of the consideration over the fair value of the net assets acquired has been recorded as goodwill of approximately $42.2 million, of which $28.6 million is deductible by Newmark for tax purposes. These acquisitions are accounted for using the purchase method of accounting. The results of operations of these acquisitions have been included in Newmark’s unaudited condensed consolidated financial statements subsequent to their respective dates of acquisition, which in aggregate contributed $28.5 million to Newmark’s revenue for the year ended December 31, 2018.

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- 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://fasb.org/us-gaap/role/ref/legacyRef -Publisher FASB -Name Accounting Standards Codification -Topic 805 -URI http://asc.fasb.org/topic&trid=2303972 + Details
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