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Restructuring and Acquisition Charges Restructuring and Related Activities (Tables)

3 Months Ended

Mar. 31, 2020

Restructuring Cost and Reserve [Line Items]

Restructuring and Related Activities Disclosure [Text Block]

11.

RESTRUCTURING AND ACQUISITION CHARGES

Restructuring and acquisition charges include cash and non-cash expenses. Cash-based charges primarily consist of (1) severance and employment-related charges, including those related to external service providers, incurred in conjunction with a structural business shift, which can be represented by a notable change in headcount, change in leadership, or transformation of business processes, (2) acquisition, transaction and integration-related charges, and (3) other restructuring including lease exit charges. Non-cash charges include (1) stock-based compensation expense for retention awards issued in conjunction with the HFF acquisition and (2) fair value adjustments to earn-out liabilities relating to prior-period acquisition activity. Restructuring and acquisition charges are presented in table below.

	Three Months Ended March 31,
(in millions)	2020			2019
Severance and other employment-related charges	$	1.3		5.0
Restructuring, pre-acquisition and post-acquisition charges	9.8			7.9
Stock-based compensation expense for HFF retention awards	11.2			—
Fair value adjustments to earn-out liabilities	(8.2		)	5.7
Restructuring and acquisition charges	$	14.1		18.6

The following tables show the accrual activity and payments relating to cash-based Restructuring and acquisition charges.

(in millions)	Severance & Employment-Related			Lease Exit		Restructuring, Acquisition and Integration Costs			Total
December 31, 2019	$	24.3		8.4		3.8			$	36.5
Accruals	1.3			2.4		7.4			11.1
Payments made	(14.3		)	(9.6	)	(6.9	)		(30.8		)
March 31, 2020	$	11.3		1.2		4.3			$	16.8

(in millions)	Severance & Employment-Related			Lease Exit		Other Restructuring, Acquisition and Integration Costs			Total
December 31, 2018	$	14.0		0.6		0.5			$	15.1
Accruals	5.0			—		7.9			12.9
Payments made	(7.8		)	(0.1	)	(6.5	)		(14.4		)
March 31, 2019	$	11.2		0.5		1.9			$	13.6

We expect the majority of accrued severance and other accrued acquisition costs as of March 31, 2020 will be paid during the next twelve months. Lease exit payments depend on the terms of various leases, which extend as far out as 2022.

HFF Acquisition

For the three months ended March 31, 2020 and 2019, amounts included in Restructuring and acquisition charges associated with the HFF acquisition and integration were $21.3 million and $6.5 million, respectively. These charges included transaction/deal costs, retention and severance expense, early lease termination costs, and other integration expenses.

During the integration of HFF, we expect to incur significant charges over the two years following the acquisition in an effort to maximize the value of the combined organization. We expect to recognize approximately $100 million of expense over this two-year window relating to retention awards which have already been paid or granted (in the case of RSUs). In addition, we may incur other costs in connection with the integration including, but not limited to, lease termination charges and other employee-related costs, but are unable to estimate these amounts. We anticipate that other than RSU retention awards granted, substantially all of these cumulative charges will result in cash expenditures.

Restructuring Charges and Related Payment Activity

The following tables show the accrual activity and payments relating to cash-based Restructuring and acquisition charges.

(in millions)	Severance & Employment-Related			Lease Exit		Restructuring, Acquisition and Integration Costs			Total
December 31, 2019	$	24.3		8.4		3.8			$	36.5
Accruals	1.3			2.4		7.4			11.1
Payments made	(14.3		)	(9.6	)	(6.9	)		(30.8		)
March 31, 2020	$	11.3		1.2		4.3			$	16.8

(in millions)	Severance & Employment-Related			Lease Exit		Other Restructuring, Acquisition and Integration Costs			Total
December 31, 2018	$	14.0		0.6		0.5			$	15.1
Accruals	5.0			—		7.9			12.9
Payments made	(7.8		)	(0.1	)	(6.5	)		(14.4		)
March 31, 2019	$	11.2		0.5		1.9			$	13.6

Restructuring, Impairment, and Other Activities Disclosure [Text Block]

Restructuring and acquisition charges are presented in table below.

	Three Months Ended March 31,
(in millions)	2020			2019
Severance and other employment-related charges	$	1.3		5.0
Restructuring, pre-acquisition and post-acquisition charges	9.8			7.9
Stock-based compensation expense for HFF retention awards	11.2			—
Fair value adjustments to earn-out liabilities	(8.2		)	5.7
Restructuring and acquisition charges	$	14.1		18.6

X

- Definition

The entire disclosure for restructuring and related activities. Description of restructuring activities such as exit and disposal activities, include facts and circumstances leading to the plan, the expected plan completion date, the major types of costs associated with the plan activities, total expected costs, the accrual balance at the end of the period, and the periods over which the remaining accrual will be settled.

+ References

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-Publisher FASB
-Name Accounting Standards Codification
-Topic 420
-URI http://asc.fasb.org/topic&trid=2175745

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Tabular disclosure of an entity's restructuring reserve that occurred during the period associated with the exit from or disposal of business activities or restructurings for each major type of cost. This element may also include a description of any reversal and other adjustment made during the period to the amount of an accrued liability for restructuring activities. This element may be used to encapsulate the roll forward presentations of an entity's restructuring reserve by type of cost and in total, and explanation of changes that occurred in the period.

+ References

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-Publisher FASB
-Name Accounting Standards Codification
-Topic 420
-SubTopic 10
-Section 50
-Paragraph 1
-Subparagraph (b)(2)
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