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Goodwill and Purchased Intangible Assets | 9 Months Ended
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Sep. 30, 2013
Goodwill and Intangible Assets Disclosure [Abstract] |
Goodwill and Purchased Intangible Assets | 5. Goodwill and Purchased Intangible Assets Goodwill In connection with the change in reportable segments discussed in Note 16, “Business Segments,” we reallocated the goodwill that existed as of December 31, 2012 to our new reporting units on a relative fair value basis. The following table presents the changes in goodwill by business segment during the nine months ended September 30, 2013:
|  | Market Services |  | Listing Services |  | Information Services |  | Technology Solutions |  | Total
|  | (in millions)
Balance at December 31, 2012 |  | $ | 2,955 |  | $ | 136 |  | $ | 1,964 |  | $ | 280 |  | $ | 5,335
Goodwill acquired |  |  | 470 |  |  | - |  |  | 49 |  |  | 312 |  |  | 831
Foreign currency translation adjustment |  |  | 14 |  |  | 1 |  |  | 8 |  |  | 2 |  |  | 25
Balance at September 30, 2013 |  | $ | 3,439 |  | $ | 137 |  | $ | 2,021 |  | $ | 594 |  | $ | 6,191
As of September 30, 2013, the amount of goodwill that is expected to be deductible for tax purposes in future periods i s $895 mill ion, of which $510 million is related to our acquisition of eSpeed and $304 million is related to our acquisition of the TR Corporate Solutions businesses. Goodwill represents the excess of the purchase price over the value assigned to the net tangible and identifiable intangible assets of a business acquired. Goodwill is allocated to our reporting units based on the assignment of the fair values of each reporting unit of the acquired company. We perform an annual goodwill impairment test during the fourth quarter of our fiscal year using carrying amounts as of October 1. Should certain events or indicators of impairment occur between annual impairment tests, we will perform the impairment test as those events or indicators occur. We assess goodwill impairment at the reporting unit level. During the first quarter of 2013, we performed a goodwill impairment assessment as a result of our change in reportable segments. For purposes of performing the impairment test for goodwill, our six reporting units are the Market Services segment, the Listing Services segment, the two businesses comprising the Information Services segment: Market Data Products and Index Licensing and Services, and the two businesses comprising the Technology Solutions segment: Corporate Solutions and Market Technology. We allocated goodwill to each reporting unit based on its relative fair value. We then compared the fair value of the reporting units to the reporting units’ carrying amount and determined that goodwill was not impaired since the fair values of each of the reporting units exceeded their carrying amounts. However, events such as economic weakness or unexpected significant declines in operating results of a reporting unit may result in goodwill impairment charges in the future. Purchased Intangible Assets The following table presents details of our total purchased intangible assets, both finite- and indefinite-lived:
|  | September 30, 2013 |  | December 31, 2012
|  | Gross Amount |  | Accumulated Amortization |  | Net Amount |  | Weighted-Average Useful Life (in Years) |  | Gross Amount |  | Accumulated Amortization |  | Net Amount |  | Weighted-Average Useful Life (in Years)
|  | (in millions) |  |  |  |  | (in millions) |  |  |
Finite-Lived Intangible Assets |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Technology |  | $ | 40 |  | $ | (10) |  | $ | 30 |  |  | 5 |  | $ | 26 |  | $ | (10) |  | $ | 16 |  |  | 5
Customer relationships |  |  | 1,075 |  |  | (278) |  |  | 797 |  |  | 19 |  |  | 871 |  |  | (238) |  |  | 633 |  |  | 21
Other |  |  | 6 |  |  | (3) |  |  | 3 |  |  | 8 |  |  | 6 |  |  | (2) |  |  | 4 |  |  | 8
Foreign currency translation adjustment |  |  | 4 |  |  | - |  |  | 4 |  |  |  |  |  | 6 |  |  | (1) |  |  | 5 |  |  |
Total finite-lived intangible assets |  | $ | 1,125 |  | $ | (291) |  | $ | 834 |  |  |  |  | $ | 909 |  | $ | (251) |  | $ | 658 |  |  |
Indefinite-Lived Intangible Assets |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Exchange and clearing registrations |  | $ | 790 |  | $ | - |  | $ | 790 |  |  |  |  | $ | 790 |  | $ | - |  | $ | 790 |  |  |
Trade names |  |  | 760 |  |  | - |  |  | 760 |  |  |  |  |  | 185 |  |  | - |  |  | 185 |  |  |
Licenses |  |  | 51 |  |  | - |  |  | 51 |  |  |  |  |  | 51 |  |  | - |  |  | 51 |  |  |
Foreign currency translation adjustment |  |  | (26) |  |  | - |  |  | (26) |  |  |  |  |  | (34) |  |  | - |  |  | (34) |  |  |
Total indefinite-lived intangible assets |  | $ | 1,575 |  | $ | - |  | $ | 1,575 |  |  |  |  | $ | 992 |  | $ | - |  | $ | 992 |  |  |
Total intangible assets |  | $ | 2,700 |  | $ | (291) |  | $ | 2,409 |  |  |  |  | $ | 1,901 |  | $ | (251) |  | $ | 1,650 |  |  |
Amortization expense for purchased finite-lived intangible assets was $18 million for the three months ended September 30, 2013, $13 million for the three months ended September 30, 2012, $44 million for the nine months ended September 30, 2013, and $39 million for the nin e months ended September 30, 2012. The estimated future amortization expense (excluding the impact of foreign currency translation adjustmen t) of purchased finite-lived intangible assets as of September 30, 2013 is as follows:
|  | (in millions)
2013(1) |  | $ | 18
2014 |  |  | 71
2015 |  |  | 69
2016 |  |  | 67
2017 |  |  | 65
2018 and thereafter |  |  | 540
Total |  | $ | 830
(1) Represents the estimated amortization to be recognized for the remaining three months of 2013. Intangible Asset Impairment Charges In the first quarter of 2013, we recorded non-cash intangible asset impairment charges totaling $10 million related to certain acquired intangible assets associated with customer relationships ($7 million) and a certain trade name ($3 million). These impairments resulted primarily from changes in the forecasted revenues associated with the acquired customer list of FTEN, Inc., or FTEN. The fair value of customer relationships was determined using the income approach, specifically the multi-period excess earnings method. T he fair value of the trade name was determined using the income approach, specifically the RFRM. These charges are recorded in asset impairment charges in the Condensed Consolidated Statements of Income for the nine months ended September 30, 2013. These impairment charge s related to our Market Services segment. However, for segment reporting purposes, these charges were allocated to corporate items based on the decision that these charges should not be used to evaluate the segment’s operating performance. In the second quarter of 2012, we recorded non-cash intangible asset impairment charges totaling $28 million related to certain acquired finite-lived intangible assets associated with technology ($19 million), customer relationships ($6 million), and certain trade names ($3 million). These impairments resulted primarily from the replacement of certain acquired technology, as well as changes in the forecasted revenues associated with the acquired customer list of certain businesses. The fair value of technology and trademarks was determined using the income approach, specifically the RFRM. The fair value of customer relationships was determined using the income approach, specifically the multi-period excess earnings method. These charges were recorded in asset impairment charges in the Condensed Consolidated Statements of Income for the nine months ended September 30, 2012. Of the total impairment charge recorded during the second quarter of 2012, $17 million related to our Market Services segment and $11 million related to our Technology Solutions segment. However, for segment reporting purposes, these charges wer e allocated to corporate items based on the decision that these charges should not be used to evaluate the segment’s operating performance.

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- Definition The entire disclosure for the aggregate amount of goodwill and a description of intangible assets, which may include (a) for amortizable intangible assets (also referred to as finite-lived intangible assets), the carrying amount, the amount of any significant residual value, and the weighted-average amortization period, (b) for intangible assets not subject to amortization (also referred to as indefinite-lived intangible assets), the carrying amount, and (c) the amount of research and development assets acquired and written off in the period, including the line item in the income statement in which the amounts written off are aggregated, if not readily apparent from the income statement. Also discloses (a) for amortizable intangibles assets in total and by major class, the gross carrying amount and accumulated amortization, the total amortization expense for the period, and the estimated aggregate amortization expense for each of the five succeeding fiscal years, (b) for intangible assets not subject to amortization the carrying amount in total and by major class, and (c) for goodwill, in total and for each reportable segment, the changes in the carrying amount of goodwill during the period (including the aggregate amount of goodwill acquired, the aggregate amount of impairment losses recognized, and the amount of goodwill included in the gain (loss) on disposal of a reporting unit). If any part of goodwill has not been allocated to a reportable segment, discloses the unallocated amount and the reasons for not allocating. For each impairment loss recognized related to an intangible asset (excluding goodwill), discloses: (a) a description of the impaired intangible asset and the facts and circumstances leading to the impairment, (b) the amount of the impairment loss and the method for determining fair value, (c) the caption in the income statement or the statement of activities in which the impairment loss is aggregated, and (d) the segment in which the impaired intangible asset is reported. For each goodwill impairment loss recognized, discloses: (a) a description of the facts and circumstances leading to the impairment, (b) the amount of the impairment loss and the method of determining the fair value of the associated reporting unit, and (c) if a recognized impairment loss is an estimate not finalized and the reasons why the estimate is not final. May also disclose the nature and amount of any significant adjustments made to a previous estimate of an impairment loss. + References Reference 1: http://www.xbrl.org/2003/role/presentationRef -Publisher FASB -Name Accounting Standards Codification -Topic 350 -SubTopic 30 -Section 50 -Paragraph 2 -URI http://asc.fasb.org/extlink&oid=26713463&loc=d3e16323-109275 Reference 2: http://www.xbrl.org/2003/role/presentationRef -Publisher FASB -Name Accounting Standards Codification -Topic 350 -SubTopic 20 -Section 50 -Paragraph 1 -URI http://asc.fasb.org/extlink&oid=14024403&loc=d3e13816-109267 Reference 3: http://www.xbrl.org/2003/role/presentationRef -Publisher FASB -Name Accounting Standards Codification -Topic 350 -SubTopic 30 -Section 50 -Paragraph 3 -URI http://asc.fasb.org/extlink&oid=26713463&loc=d3e16373-109275 Reference 4: http://www.xbrl.org/2003/role/presentationRef -Publisher FASB -Name Accounting Standards Codification -Topic 350 -SubTopic 30 -Section 50 -Paragraph 1 -URI http://asc.fasb.org/extlink&oid=26713463&loc=d3e16265-109275 Reference 5: http://www.xbrl.org/2003/role/presentationRef -Publisher FASB -Name Accounting Standards Codification -Topic 350 -SubTopic 20 -Section 50 -Paragraph 2 -URI http://asc.fasb.org/extlink&oid=14024403&loc=d3e13854-109267 + Details
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