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Note 3 - Acquisitions | 12 Months Ended
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Dec. 31, 2016
Notes to Financial Statements |
Business Combination Disclosure [Text Block] |
3. |  | Acquisitions
2016 acquisitions: The Company acquired controlling interests in ten businesses, six operating in the Americas (Central Florida, Northeast Florida, New York, Quebec, Western Michigan and Long Island (New York)) and four operating in EMEA (United Kingdom, Netherlands and France). These acquisitions were accounted for by the purchase method of accounting for business combinations and accordingly, the consolidated statements of earnings do not include any revenues or expenses related to these acquisitions prior to their closing dates. Details of these acquisitions are as follows:
|  | Aggregate Acquisitions
Current assets |  | $ | 16,643 |
Non-current assets |  |  | 3,719 |
Current liabilities |  |  | (18,556 | )
Long-term liabilities |  |  | (4,207 | )
Non-controlling interests |  |  | (25 | )
|  | $ | (2,427 | )
Cash consideration, net of cash acquired of $10,067 |  |  | (82,073 | )
Acquisition date fair value of contingent consideration |  |  | (12,056 | )
Total purchase consideration |  | $ | (94,129 | )
Acquired intangible assets |  | $ | 43,602 |
Goodwill |  | $ | 52,954 |
2015 acquisitions: The Company acquired controlling interests in nine businesses. Acquisitions included controlling interests in regional firms in the US, Belgium, and Morocco expanding Colliers’ geographic presence in these markets. Details of these acquisitions are as follows:
|  | Aggregate Acquisitions
Current assets |  | $ | 10,649 |
Non-current assets |  |  | 2,407 |
Current liabilities |  |  | (13,264 | )
Long-term liabilities |  |  | (1,605 | )
Redeemable non-controlling interest |  |  | (13,284 | )
|  | $ | (15,097 | )
Cash consideration, net of cash acquired of $5,873 |  |  | (44,108 | )
Acquisition date fair value of contingent consideration |  |  | (14,566 | )
Total purchase consideration |  | $ | (58,674 | )
Acquired intangible assets |  | $ | 30,398 |
Goodwill |  | $ | 43,373 |
2014 acquisitions: The Company acquired controlling interests in nine businesses. Acquisitions included controlling interests in regional firms in the UK, Canada, New Zealand, and Australia expanding Colliers’ geographic presence in these markets. The Company also acquired a controlling interest in AOS Group, which was rebranded immediately as Colliers International, establishing a base of operations in France and Belgium. Details of these acquisitions are as follows:
|  | Aggregate Acquisitions
Current assets |  | $ | 35,003 |
Non-current assets |  |  | 6,705 |
Current liabilities |  |  | (44,880 | )
Long-term liabilities |  |  | (9,734 | )
Redeemable non-controlling interest |  |  | (17,700 | )
Non-controlling interests |  |  | (255 | )
|  | $ | (30,861 | )
Note consideration |  | $ | (3,171 | )
Cash consideration, net of cash acquired of $11,427 |  |  | (91,559 | )
Acquisition date fair value of contingent consideration |  |  | (13,339 | )
Total purchase consideration |  | $ | (108,069 | )
Acquired intangible assets |  | $ | 39,369 |
Goodwill |  | $ | 99,561 |
Acquisition-related transaction costs for the year ended December 31, 2016 totaled $2,794 (2015 - $5,301; 2014 - $9,103) and were recorded as expense under the caption “acquisition-related items”. In all years presented, the fair values of non-controlling interests were determined using an income approach with reference to a discounted cash flow model using the same assumptions implied in determining the purchase consideration. The purchase price allocations of acquisitions resulted in the recognition of goodwill. The primary factors contributing to goodwill are assembled workforces, synergies with existing operations and future growth prospects. For acquisitions completed during the year ended December 31, 2016, goodwill in the amount of $18,837 is deductible for income tax purposes (2015 - $25,745; 2014 - $712). The Company typically structures its business acquisitions to include contingent consideration. Vendors, at the time of acquisition, are entitled to receive a contingent consideration payment if the acquired businesses achieve specified earnings levels during the one - to four -year periods following the dates of acquisition. The ultimate amount of payment is determined based on a formula, the key inputs to which are (i) a contractually agreed maximum payment; (ii) a contractually specified earnings level and (iii) the actual earnings for the contingency period. If the acquired business does not achieve the specified earnings level, the maximum payment is reduced for any shortfall, potentially to nil. Unless it contains an element of compensation, under purchase accounting contingent consideration is recorded at fair value each reporting period. The fair value recorded on the consolidated balance sheet as at December 31, 2016 was $32,266 (see note 20). The liability recorded on the balance sheet for the compensatory element of contingent consideration arrangements as at December 31, 2016 was $5,335. The estimated range of outcomes (undiscounted) for these contingent consideration arrangements is determined based on the formula price and the likelihood of achieving specified earnings levels over the contingency period, and ranges from $65,519 to a maximum of $72,798. These contingencies will expire during the period extending to December 2020. During the year ended December 31, 2016, $2,018 was paid with reference to such contingent consideration (2015 - $6,083; 2014 - $25,535). The consideration for the acquisitions during the year ended December 31, 2016 was financed from borrowings on the Company’s revolving credit facility and cash on hand. The amounts of revenues and earnings contributed from the dates of acquisition and included in the Company’s consolidated results for the year ended December 31, 2016, and the supplemental pro forma revenues and earnings of the combined entity had the acquisition dates been January 1, 2015, are as follows:
|  | Revenues |  | Net earnings from continuing operations
Actual from acquired entities for 2016 |  | $ | 72,702 |  |  | $ | 1,939 |
Supplemental pro forma for 2016 (unaudited) |  |  | 1,926,462 |  |  |  | 94,152 |
Supplemental pro forma for 2015 (unaudited) |  |  | 1,902,724 |  |  |  | 52,762 |
Supplemental pro forma results were adjusted for non-recurring items.

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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://www.xbrl.org/2003/role/presentationRef -Publisher FASB -Name Accounting Standards Codification -Topic 805 -SubTopic 10 -Section 50 -Paragraph 5 -URI http://asc.fasb.org/extlink&oid=65885119&loc=d3e1497-128463 Reference 2: http://www.xbrl.org/2003/role/presentationRef -Publisher FASB -Name Accounting Standards Codification -Topic 805 -SubTopic 10 -Section 50 -Paragraph 4 -URI http://asc.fasb.org/extlink&oid=65885119&loc=d3e1490-128463 Reference 3: http://www.xbrl.org/2003/role/presentationRef -Publisher FASB -Name Accounting Standards Codification -Topic 805 -SubTopic 10 -Section 50 -Paragraph 2 -URI http://asc.fasb.org/extlink&oid=65885119&loc=d3e1392-128463 Reference 4: http://www.xbrl.org/2003/role/presentationRef -Publisher FASB -Name Accounting Standards Codification -Topic 805 -SubTopic 30 -Section 50 -Paragraph 4 -URI http://asc.fasb.org/extlink&oid=35744584&loc=d3e7008-128479 Reference 5: http://www.xbrl.org/2003/role/presentationRef -Publisher FASB -Name Accounting Standards Codification -Topic 805 -SubTopic 10 -Section 50 -Paragraph 3 -URI http://asc.fasb.org/extlink&oid=65885119&loc=d3e1486-128463 Reference 6: http://www.xbrl.org/2003/role/presentationRef -Publisher FASB -Name Accounting Standards Codification -Topic 805 -SubTopic 30 -Section 50 -Paragraph 1 -URI http://asc.fasb.org/extlink&oid=35744584&loc=d3e6927-128479 Reference 7: http://www.xbrl.org/2003/role/presentationRef -Publisher FASB -Name Accounting Standards Codification -Topic 805 -SubTopic 20 -Section 50 -Paragraph 1 -URI http://asc.fasb.org/extlink&oid=73530397&loc=d3e4845-128472 Reference 8: http://www.xbrl.org/2003/role/presentationRef -Publisher FASB -Name Accounting Standards Codification -Topic 805 -SubTopic 10 -Section 50 -Paragraph 7 -URI http://asc.fasb.org/extlink&oid=65885119&loc=d3e1524-128463 Reference 9: http://www.xbrl.org/2003/role/presentationRef -Publisher FASB -Name Accounting Standards Codification -Topic 805 -SubTopic 30 -Section 50 -Paragraph 3 -URI http://asc.fasb.org/extlink&oid=35744584&loc=d3e7000-128479 Reference 10: http://www.xbrl.org/2003/role/presentationRef -Publisher FASB -Name Accounting Standards Codification -Topic 805 -SubTopic 20 -Section 50 -Paragraph 2 -URI http://asc.fasb.org/extlink&oid=73530397&loc=d3e4922-128472 Reference 11: http://www.xbrl.org/2003/role/presentationRef -Publisher FASB -Name Accounting Standards Codification -Topic 805 -SubTopic 20 -Section 50 -Paragraph 4 -URI http://asc.fasb.org/extlink&oid=73530397&loc=d3e4934-128472 Reference 12: http://www.xbrl.org/2003/role/presentationRef -Publisher FASB -Name Accounting Standards Codification -Topic 805 -SubTopic 20 -Section 50 -Paragraph 3 -URI http://asc.fasb.org/extlink&oid=73530397&loc=d3e4926-128472 Reference 13: http://www.xbrl.org/2003/role/presentationRef -Publisher FASB -Name Accounting Standards Codification -Topic 805 -SubTopic 20 -Section 50 -Paragraph 4A -URI http://asc.fasb.org/extlink&oid=73530397&loc=SL65897772-128472 Reference 14: http://www.xbrl.org/2003/role/presentationRef -Publisher FASB -Name Accounting Standards Codification -Topic 805 -SubTopic 10 -Section 50 -Paragraph 1 -URI http://asc.fasb.org/extlink&oid=65885119&loc=d3e1383-128463 Reference 15: http://www.xbrl.org/2003/role/presentationRef -Publisher FASB -Name Accounting Standards Codification -Topic 805 -SubTopic 30 -Section 50 -Paragraph 2 -URI http://asc.fasb.org/extlink&oid=35744584&loc=d3e6996-128479 + Details
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