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Business Combinations, Goodwill and Other Intangible Assets | 12 Months Ended
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Dec. 31, 2023
BUSINESS COMBINATIONS, GOODWILL AND OTHER INTANGIBLE ASSETS [Abstract] |
Business Combinations, Goodwill and Other Intangible Assets | 4. BUSINESS COMBINATIONS, GOODWILL AND OTHER INTANGIBLE ASSETS 2023 Business Combinations Activity During 2023, we completed one strategic acquisition which is presented below.
Acquired Company | Quarter of Acquisition | Country | Primary Segment
Kensington Capital Advisors (KCA) | Q2 | United States | Capital Markets
Aggregate terms of our acquisition included: (1) cash paid at closing of $13.6 million and (2) prior 50.0% ownership previously accounted for as an equity method investment which had a fair value of $10.0 million. The allocation of purchase consideration resulted in goodwill of $18.7 million, identifiable intangibles of $2.1 million and other net assets (acquired assets less assumed liabilities) of $2.8 million. During the year ended December 31, 2023, we also paid $26.8 million for deferred business acquisition and earn-out obligations for acquisitions completed in prior years. Of the $18.7 million of total additions to goodwill in 2023, we expected to amortize and deduct the full amount for tax purposes as of December 31, 2023, subject to statutory amortization periods. 2022 Business Combinations Activity During the year ended December 31, 2022, there were no strategic acquisitions. We paid $18.1 million for deferred business acquisition and earn-out obligations for acquisitions completed in prior years. Earn-Out Payments
($ in millions) | December 31, 2023 |  | December 31, 2022
Number of acquisitions with earn-out payments subject to the achievement of certain performance criteria | 14 |  |  | 17 |
Maximum earn-out payments (undiscounted) | $ | 100.0 |  |  | 114.6 |
Short-term earn-out liabilities (fair value)(1) | 12.0 |  |  | 5.0 |
Long-term earn-out liabilities (fair value)(1) | 45.5 |  |  | 68.3 |
(1) Included in Short-term and Long-term acquisition-related obligations on the Consolidated Balance Sheets. Assuming the achievement of the applicable performance criteria, we anticipate making these earn-out payments over the next five years. Refer to Note 9, Fair Value Measurements, and Note 14, Restructuring and Acquisition Charges, for additional discussion of our earn-out liabilities. Goodwill and Other Intangible Assets Goodwill and unamortized intangibles as of December 31, 2023 consisted of: (i) goodwill of $4,587.4 million, (ii) identifiable intangibles of $735.4 million amortized over their remaining finite useful lives and (iii) $49.6 million of identifiable intangibles with indefinite useful lives that are not amortized. Significant portions of our goodwill and unamortized intangibles are denominated in currencies other than the U.S. dollar, which means a portion of the movements in the reported book value of these balances is attributable to movements in foreign currency exchange rates. The following table details, by reporting segment, the annual movements in goodwill.
(in millions) | Markets Advisory | Capital Markets | Work Dynamics | JLL Technologies | LaSalle |  | Consolidated
Balance as of January 1, 2022 | $ | 1,782.9 |  | 1,983.9 |  | 539.9 |  | 247.5 |  | 57.4 |  |  | $ | 4,611.6 |
Additions, net of adjustments | — |  | 8.5 |  | 4.6 |  | 0.4 |  | — |  |  | 13.5 |
Impact of exchange rate movements | (40.0) |  | (43.2) |  | (11.9) |  | (0.2) |  | (1.8) |  |  | (97.1) |
Balance as of December 31, 2022 | $ | 1,742.9 |  | 1,949.2 |  | 532.6 |  | 247.7 |  | 55.6 |  |  | $ | 4,528.0 |
Additions, net of adjustments | — |  | 18.7 |  | — |  | — |  | — |  |  | 18.7 |
Dispositions | (0.4) |  | (0.2) |  | — |  | — |  | — |  |  | (0.6) |
Impact of exchange rate movements | 16.8 |  | 18.7 |  | 5.1 |  | — |  | 0.7 |  |  | 41.3 |
Balance as of December 31, 2023 | $ | 1,759.3 |  | 1,986.4 |  | 537.7 |  | 247.7 |  | 56.3 |  |  | $ | 4,587.4 |
The following tables detail, by intangible type, movements in the gross carrying amount and accumulated amortization of our identifiable intangibles.
(in millions) | MSRs | Other Intangibles |  | Consolidated
Gross Carrying Amount |  |  |  |
Balance as of December 31, 2021 | $ | 669.7 |  | 557.4 |  |  | $ | 1,227.1 |
Additions, net of adjustments | 140.9 |  | 19.3 |  |  | 160.2 |
Adjustment for fully amortized intangibles | (63.3) |  | (13.5) |  |  | (76.8) |
Impact of exchange rate movements | — |  | (6.2) |  |  | (6.2) |
Balance as of December 31, 2022 | 747.3 |  | 557.0 |  |  | 1,304.3 |
Additions, net of adjustments | 94.6 |  | 7.2 |  |  | 101.8 |
Adjustment for fully amortized intangibles | (40.1) |  | (21.3) |  |  | (61.4) |
Impact of exchange rate movements | — |  | 3.3 |  |  | 3.3 |
Balance as of December 31, 2023 | $ | 801.8 |  | 546.2 |  |  | $ | 1,348.0 |
Accumulated Amortization |  |  |  |
Balance as of December 31, 2021 | $ | (191.0) |  | (149.1) |  |  | $ | (340.1) |
Amortization expense, net (1) | (114.5) |  | (70.3) |  |  | (184.8) |
Adjustment for fully amortized intangibles | 63.3 |  | 13.5 |  |  | 76.8 |
Impact of exchange rate movements | — |  | 2.3 |  |  | 2.3 |
Balance as of December 31, 2022 | (242.2) |  | (203.6) |  |  | (445.8) |
Amortization expense, net (1) | (107.7) |  | (70.0) |  |  | (177.7) |
Adjustment for fully amortized intangibles | 40.1 |  | 21.3 |  |  | 61.4 |
Impact of exchange rate movements | — |  | (0.9) |  |  | (0.9) |
Balance as of December 31, 2023 | $ | (309.8) |  | (253.2) |  |  | $ | (563.0) |
Net book value as of December 31, 2023 | $ | 492.0 |  | 293.0 |  |  | $ | 785.0 |
(1) Included in this amount for MSRs was $10.0 million and $28.0 million for 2023 and 2022, respectively, relating to write-offs due to prepayments of sold warehouse receivables for which we retained the servicing rights. Amortization of MSRs is included in Revenue within the Consolidated Statements of Comprehensive Income. The remaining weighted average amortization period of MSRs and other finite-lived identifiable intangible assets is 3.9 years and 4.6 years, respectively, and the remaining estimated future amortization expense by year, as of December 31, 2023, is presented in the following table.
(in millions) | MSRs | Other Intangibles | Total
2024 | $ | 97.4 |  | 64.3 |  | $ | 161.7 |
2025 | 88.7 |  | 43.9 |  | 132.6 |
2026 | 75.9 |  | 20.1 |  | 96.0 |
2027 | 64.4 |  | 14.7 |  | 79.1 |
2028 | 51.0 |  | 14.4 |  | 65.4 |
Thereafter | 114.6 |  | 86.0 |  | 200.6 |
Total | $ | 492.0 |  | 243.4 |  | $ | 735.4 |

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