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Business Combinations (Tables)

12 Months Ended

Dec. 31, 2021

Business Combination and Asset Acquisition [Abstract]

Schedule of Purchase Price Allocaiton

The purchase price allocation for these investments is as follows:

						Total
Consideration paid(1)						$	462.6
Deferred payment obligations(2)						261.1
Contingent payment obligations(3)						23.7
Retained equity interests						247.0
Enterprise value						$	994.4
Acquired client relationships						$	957.0
Trade name						5.0
Lease contract						(0.8)
Tangible assets, net						2.7
Goodwill						30.5
						$	994.4

__________________________

(1)The Company funded $363.0 million.

(2)The Company’s portion of the deferred payment obligations is $211.6 million.

(3)The Company’s portion of the contingent payment obligations is $18.1 million.

Schedule of Unaudited Pro Forma Financial Results

Unaudited pro forma financial results are set forth in the table below, assuming these investments occurred on January 1, 2020 and the Company’s structured partnership interests had been in effect for the entire period. These results include adjustments to intangible amortization, acquisition-related costs, accretion expense related to deferred and contingent payments, and interest expense related to assumed borrowings to complete the purchases. These results do not include the impact of gains or losses resulting from changes to expected payments related to the contingent payment obligations that did not occur, or the benefits that may be expected to result from these investments. These results are not necessarily indicative of the financial results had the investment been consummated at the beginning of the periods presented, nor are they necessarily indicative of the financial results expected in future periods.

						For the Years Ended December 31,
						2020 (Unaudited)						2021 (Unaudited)
Revenue						$	2,236.5					$	2,642.6
Net income (controlling interest)						226.6						610.3

Schedule of Contingent Consideration

In connection with these investments, as of December 31, 2021, the Company was obligated to make deferred payments and was contingently liable to make payments as follows:

																								Earliest Payable
						Controlling Interest						Co-Investor						Total						2022						2023						2024						2025
Deferred payment obligations						$	215.2					$	49.8					$	265.0					$	200.0					$	21.7					$	43.3					$	—
Contingent payment obligations(1)						30.6						9.7						40.3						—						—						38.9						1.4

__________________________

(1)Fair value as of December 31, 2021. The Company is contingently liable to make maximum contingent payments of up to $110.0 million ($24.9 million attributable to the co-investor), of which $100.0 million and $10.0 million may become payable in 2024 and 2025, respectively.

X

- Definition

Tabular disclosure of pro forma results of operations for a material business acquisition or series of individually immaterial business acquisitions that are material in the aggregate.

+ References

Reference 1: http://www.xbrl.org/2009/role/commonPracticeRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 805
-SubTopic 10
-Section 50
-Paragraph 2
-Subparagraph (h)(2)
-URI http://asc.fasb.org/extlink&oid=79982066&loc=d3e1392-128463

Reference 2: http://www.xbrl.org/2009/role/commonPracticeRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 805
-SubTopic 10
-Section 50
-Paragraph 2
-Subparagraph (h)(3)
-URI http://asc.fasb.org/extlink&oid=79982066&loc=d3e1392-128463

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- Definition

Tabular disclosure of contingent payment arrangements including the terms that will result in payment and the accounting treatment that will be followed if such contingencies occur, including the potential impact on earnings per share if contingencies are to be settled in common stock of the entity. The description also may include the period over which amounts are expected to be paid, and changes in the amount since the previous reporting period. This also includes contingent options and commitments.

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- Definition

Tabular disclosure of the amounts recognized as of the acquisition date for each major class of assets acquired and liabilities assumed. May include but not limited to the following: (a) acquired receivables; (b) contingencies recognized at the acquisition date; and (c) the fair value of noncontrolling interests in the acquiree.

+ References

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-Publisher FASB
-Name Accounting Standards Codification
-Topic 805
-SubTopic 20
-Section 50
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