XML 40 R18.htm IDEA: XBRL DOCUMENT v3.8.0.1
Goodwill and Other Intangible Assets
12 Months Ended
Dec. 31, 2017
Goodwill And Intangible Assets Disclosure [Abstract]  
Goodwill and Other Intangible Assets

9.

Goodwill and Other Intangible Assets

The following table summarizes the changes in the carrying amount of goodwill for the years ended December 31, 2017 and 2016 (dollars in thousands):

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Global

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Asia

 

 

Investment

 

 

Development

 

 

 

 

 

 

 

Americas

 

 

EMEA

 

 

Pacific

 

 

Management

 

 

Services

 

 

Total

 

Balance as of December 31,

   2015

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Goodwill

 

$

2,260,076

 

 

$

1,172,150

 

 

$

155,875

 

 

$

479,739

 

 

$

86,663

 

 

$

4,154,503

 

Accumulated impairment

   losses

 

 

(798,290

)

 

 

(138,631

)

 

 

 

 

 

(44,922

)

 

 

(86,663

)

 

 

(1,068,506

)

 

 

 

1,461,786

 

 

 

1,033,519

 

 

 

155,875

 

 

 

434,817

 

 

 

 

 

 

3,085,997

 

Purchase accounting entries

   related to acquisitions

 

 

42,080

 

 

 

36,929

 

 

 

(3,922

)

 

 

350

 

 

 

 

 

 

75,437

 

Foreign exchange movement

 

 

773

 

 

 

(161,784

)

 

 

(1,247

)

 

 

(17,784

)

 

 

 

 

 

(180,042

)

Balance as of December 31,

   2016

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Goodwill

 

 

2,302,929

 

 

 

1,047,295

 

 

 

150,706

 

 

 

462,305

 

 

 

86,663

 

 

 

4,049,898

 

Accumulated impairment

   losses

 

 

(798,290

)

 

 

(138,631

)

 

 

 

 

 

(44,922

)

 

 

(86,663

)

 

 

(1,068,506

)

 

 

 

1,504,639

 

 

 

908,664

 

 

 

150,706

 

 

 

417,383

 

 

 

 

 

 

2,981,392

 

Purchase accounting entries

   related to acquisitions

 

 

104,654

 

 

 

17,402

 

 

 

4,198

 

 

 

17,568

 

 

 

 

 

 

143,822

 

Foreign exchange movement

 

 

993

 

 

 

91,761

 

 

 

11,204

 

 

 

25,568

 

 

 

 

 

 

129,526

 

Balance as of December 31,

   2017

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Goodwill

 

 

2,408,576

 

 

 

1,156,458

 

 

 

166,108

 

 

 

505,441

 

 

 

86,663

 

 

 

4,323,246

 

Accumulated impairment

   losses

 

 

(798,290

)

 

 

(138,631

)

 

 

 

 

 

(44,922

)

 

 

(86,663

)

 

 

(1,068,506

)

 

 

$

1,610,286

 

 

$

1,017,827

 

 

$

166,108

 

 

$

460,519

 

 

$

 

 

$

3,254,740

 

 

During 2017, we completed 11 in-fill acquisitions, including two leading Software as a Service (SaaS) platforms – one that produces scalable interactive visualization technologies for commercial real estate and one that provides technology solutions for facilities management operations, a healthcare-focused project manager in Australia, a full-service brokerage and management boutique in South Florida, a technology-enabled national boutique commercial real estate finance and consulting firm in the United States, a retail consultancy in France, a majority interest in a Toronto-based investment management business specializing in private infrastructure and private equity investments, a San Francisco-based technology-focused boutique real estate brokerage firm, a project management and design engineering firm operating across the United States, a Washington, D.C.-based retail brokerage operation and a leading technical engineering services provider in Italy. During 2016, we acquired our independent affiliate in Norway, a London-based retail property advisor specializing in the luxury goods retail sector and a leading provider of retail project management, shopping center development and tenant coordination services in the U.S.

Our annual assessment of goodwill and other intangible assets deemed to have indefinite lives has historically been completed as of the beginning of the fourth quarter of each year. We performed the 2017, 2016 and 2015 assessments as of October 1. When we performed our required annual goodwill impairment review as of October 1, 2017, 2016 and 2015, we determined that no impairment existed as the estimated fair value of our reporting units was in excess of their carrying value.

Other intangible assets totaled $1.4 billion, net of accumulated amortization of $1.0 billion as of December 31, 2017, and $1.4 billion, net of accumulated amortization of $771.7 million, as of December 31, 2017 and 2016, respectively, and are comprised of the following (dollars in thousands):

 

 

 

December 31,

 

 

 

2017

 

 

2016

 

 

 

Gross

 

 

 

 

 

 

Gross

 

 

 

 

 

 

 

Carrying

 

 

Accumulated

 

 

Carrying

 

 

Accumulated

 

 

 

Amount

 

 

Amortization

 

 

Amount

 

 

Amortization

 

Unamortizable intangible assets

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Management contracts

 

$

90,503

 

 

 

 

 

 

$

101,355

 

 

 

 

 

Trademarks

 

 

56,800

 

 

 

 

 

 

 

56,800

 

 

 

 

 

Trade names

 

 

16,250

 

 

 

 

 

 

 

18,100

 

 

 

 

 

 

 

$

163,553

 

 

 

 

 

 

$

176,255

 

 

 

 

 

Amortizable intangible assets

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Customer relationships

 

$

802,597

 

 

$

(355,642

)

 

$

761,290

 

 

$

(270,447

)

Mortgage servicing rights

 

 

608,757

 

 

 

(235,626

)

 

 

501,087

 

 

 

(180,563

)

Trademarks/Trade name

 

 

321,406

 

 

 

(64,866

)

 

 

306,559

 

 

 

(46,837

)

Management contracts

 

 

203,291

 

 

 

(122,450

)

 

 

177,014

 

 

 

(99,733

)

Covenant not to compete

 

 

73,750

 

 

 

(57,358

)

 

 

73,750

 

 

 

(32,777

)

Other

 

 

226,496

 

 

 

(164,796

)

 

 

186,757

 

 

 

(141,316

)

 

 

$

2,236,297

 

 

$

(1,000,738

)

 

$

2,006,457

 

 

$

(771,673

)

Total intangible assets

 

$

2,399,850

 

 

$

(1,000,738

)

 

$

2,182,712

 

 

$

(771,673

)

 

Unamortizable intangible assets include management contracts identified as a result of the REIM Acquisitions relating to relationships with open-end funds, a trademark separately identified as a result of the 2001 Acquisition and a trade name separately identified in connection with the REIM Acquisitions, which represents the Clarion Partners trade name in the U.S. These intangible assets have indefinite useful lives and accordingly are not being amortized.

Customer relationships relate to existing relationships mainly in the brokerage, occupier outsourcing and property management lines of business that were primarily identified in the Trammell Crow Company Acquisition, the Norland Acquisition and the GWS Acquisition. These intangible assets are being amortized over useful lives of up to 20 years.

Mortgage servicing rights represent the carrying value of servicing assets in our mortgage brokerage line of business in the U.S. The mortgage servicing rights are being amortized over the estimated period that net servicing income is expected to be received, which is typically up to ten years.

In connection with the GWS Acquisition, trademarks of approximately $280 million were separately identified and are being amortized over 20 years.

Management contracts consist primarily of asset management contracts relating to relationships with closed-end funds and separate accounts in the U.S., Europe and Asia that were separately identified as a result of the REIM Acquisitions. These management contracts are being amortized over useful lives of up to 13 years.

A covenant not to compete of approximately $74 million was separately identified in connection with the GWS Acquisition and is being amortized over three years.

Other amortizable intangible assets mainly represent transition costs, which get amortized as a reduction of revenue over the life of the associated contract.

Amortization expense related to intangible assets was $238.7 million, $211.7 million and $175.3 million for the years ended December 31, 2017, 2016 and 2015, respectively. The estimated annual amortization expense for each of the years ending December 31, 2018 through December 31, 2022 approximates $216.2 million, $165.0 million, $138.2 million, $117.0 million and $107.1 million, respectively.