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Business Acquisitions, Goodwill and Intangible Assets
6 Months Ended
Mar. 31, 2019
Business Acquisitions, Goodwill and Intangible Assets  
Business Acquisitions, Goodwill and Intangible Assets

3.    Business Acquisitions, Goodwill and Intangible Assets

 

The Company completed one acquisition during the year ended September 30, 2018 for a total consideration of $5.6 million, which was accounted for under the acquisition method. Acquired tangible and intangible assets and liabilities were recognized on the acquisition date based upon their fair values. The determination of fair values of assets and liabilities acquired requires the Company to make estimates and use valuation techniques when market value is not readily available. Transaction costs associated with business acquisitions are expensed as they are incurred.

 

In the second quarter of fiscal 2018, management approved a plan to sell non-core oil and gas assets in North America, included in the Company’s Construction Services segment (the Disposal Group). The Company classified the related assets and liabilities of the Disposal Group as held for sale in the consolidated balance sheet. In the third quarter of fiscal 2018, the Company sold a portion of the assets in the Disposal Group and recognized a $2.1 million loss on disposal. The remaining unsold portion of the Disposal Group remains classified as held for sale. The Company recorded losses related to the remeasurement of the Disposal Group based on estimated fair value less costs to sell resulting in total asset impairments of $168.2 million, recorded in Impairment of assets held for sale, including goodwill in the second quarter of fiscal 2018. Fair value was estimated using Level 3 inputs, such as forecasted cash flows, and Level 2 inputs, including bid prices from potential buyers. In connection with the classification of the Disposal Group as held for sale, the Company tested the amount of goodwill and other intangible assets allocated to the Disposal Group for impairment. The Company recorded an impairment of goodwill during the year ended September 30, 2018 of $125.4 million and an impairment of intangible and other noncurrent assets of $42.8 million. As of March 31, 2019, current assets held for sale were primarily comprised of accounts receivable of $37.2 million and property, plant and equipment of $17.5 million. As of March 31, 2019, current liabilities held for sale were primarily comprised of accounts payable of $17.0 million. The Company expects to complete the sale of the remaining Disposal Group assets within the next quarter.

 

The changes in the carrying value of goodwill by reportable segment for the six months ended March 31, 2019 were as follows:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

    

Foreign

 

 

 

 

 

September 30, 

 

Exchange

 

March 31, 

 

    

2018

 

Impact

    

2019

 

 

(in millions)

Design and Consulting Services

 

$

3,189.2

 

$

(9.1)

 

$

3,180.1

Construction Services

 

 

1,008.9

 

 

(4.0)

 

 

1,004.9

Management Services

 

 

1,723.0

 

 

0.2

 

 

1,723.2

Total

 

$

5,921.1

 

$

(12.9)

 

$

5,908.2

 

The gross amounts and accumulated amortization of the Company’s acquired identifiable intangible assets with finite useful lives as of March 31, 2019 and September 30, 2018, included in intangible assets—net, in the accompanying consolidated balance sheets, were as follows:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

March 31, 2019

 

September 30, 2018

 

 

 

 

 

 

Gross

 

Accumulated

 

Intangible

 

Gross

 

Accumulated

 

Intangible

 

Amortization

 

    

Amount

    

Amortization

    

Assets, Net

    

Amount

    

Amortization

    

Assets, Net

    

Period

 

 

(in millions)

 

(years)

Backlog and customer relationships

 

$

1,285.7

 

$

(1,009.1)

 

$

276.6

 

$

1,285.1

 

$

(966.0)

 

$

319.1

 

 1

-

11

Trademark / tradename

 

 

18.3

 

 

(17.7)

 

 

0.6

 

 

18.3

 

 

(17.5)

 

 

0.8

 

0.3

-

 2

Total

 

$

1,304.0

 

$

(1,026.8)

 

$

277.2

 

$

1,303.4

 

$

(983.5)

 

$

319.9

 

 

 

 

 

Amortization expense of acquired intangible assets included within cost of revenue was $43.3 million and $50.8 million for the six months ended March 31, 2019 and 2018, respectively. The following table presents estimated amortization expense of existing intangible assets for the remainder of fiscal 2019 and for the succeeding years:

 

 

 

 

 

Fiscal Year

    

(in millions)

2019 (six months remaining)

 

$

41.5

2020

 

 

69.6

2021

 

 

56.6

2022

 

 

43.9

2023

 

 

39.5

Thereafter

 

 

26.1

Total

 

$

277.2