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ACQUISITION

3 Months Ended

Mar. 31, 2022

Business Combination and Asset Acquisition [Abstract]

ACQUISITION

ACQUISITIONOn June 10, 2021, we acquired Zego, a real estate technology company that provides comprehensive resident experience management software and digital commerce solutions to property managers, primarily in the United States, for cash consideration of approximately $933 million. This acquisition aligns with our technology-enabled, software driven strategy and expands our business into a new vertical market. We accounted for this transaction as a business combination, which generally requires that we record the assets acquired and liabilities assumed at fair value as of the acquisition date. The provisional estimated acquisition-date fair values of major classes of assets acquired and liabilities assumed, including a reconciliation to the total purchase consideration were as follows:

			Provisional Amounts at March 31, 2022
			(in thousands)
Cash and cash equivalents			$	67,374
Accounts receivable			1,017
Identifiable intangible assets			473,000
Property and equipment			575
Other assets			9,051
Accounts payable and accrued liabilities			(71,006)
Deferred income tax liabilities			(13,902)
Other liabilities			(8,010)
Total identifiable net assets			458,099
Goodwill			475,147
Total purchase consideration			$	933,246

As of March 31, 2022, we considered these amounts to be provisional because we were still in the process of gathering and reviewing information to support the valuation of assets acquired and liabilities assumed and to evaluate the differences in the bases of assets and liabilities for financial reporting and tax purposes. There were no measurement-period adjustments during the three months ended March 31, 2022.

Goodwill of $475.1 million arising from the acquisition, included in the Merchant Solutions segment, is attributable to expected growth opportunities, potential synergies from combining our existing businesses and an assembled workforce. We expect that substantially all of the goodwill will be deductible for income tax purposes.

The following table reflects the provisional estimated fair values of the identified intangible assets of Zego and the respective weighted-average estimated amortization periods:

			Estimated Fair Value						Weighted-Average Estimated Amortization Periods
			(in thousands)						(years)
Customer-related intangible assets			$	208,000					13
Contract-based intangible assets			119,000						20
Acquired technologies			124,000						6
Trademarks and trade names			22,000						15
Total estimated identifiable intangible assets			$	473,000					14

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- References

No definition available.

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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

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