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Acquisitions (Tables) | 12 Months Ended
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Sep. 30, 2021
Business Combination and Asset Acquisition [Abstract] |
Schedule of Aggregate Merger Consideration | The aggregate merger consideration was (in millions):
Aggregate cash consideration | $ | 215.0 |
Accrual for merger cash consideration | 21.6 |
Total merger consideration | $ | 236.6 |
Schedule of Preliminary Purchase Price Allocation as of the Acquisition | The following table summarizes the purchase price allocation as of the Gain acquisition date (in millions):
| Purchase Price Allocation
Cash and cash equivalents | $ | 507.2 |
Cash, securities and other assets segregated under federal and other regulations | 497.4
Deposits with and receivables from broker-dealers, clearing organizations, and counterparties (1) | 249.7
Receivables from clients, net (2) | 2.0
Income taxes receivable | 0.4
Deferred income taxes, net | 23.0
Property and equipment, net | 6.1
Right of use assets, net | 15.0
Other assets | 17.9
Total fair value of tangible assets acquired | 1,318.7
Accounts payable and other accrued liabilities | 49.4
Operating lease liabilities | 15.0
Payable to clients | 863.4
Payable to broker-dealers, clearing organizations, and counterparties | 0.5
Income taxes payable | 12.4
Convertible senior notes (3) | 92.0
Total fair value of tangible liabilities assumed | 1,032.7
Fair value of tangible net assets acquired (4) | 286.0
Identifiable intangible assets acquired |
Trademarks/domain names(5) | 3.7
Software programs/platforms(5) | 22.2
Customer base(5) | 9.8
Total fair value of intangible assets acquired | 35.7
Fair value of identifiable net assets acquired | 321.7
Total merger consideration | 236.6
Bargain purchase gain | $ | 85.1 |
(1) Amount represented the contractual amount of deposits with and receivables from broker-dealers, clearing organizations, and counterparties considered collectible as of the Gain acquisition date. (2) Amount represented the contractual amount of receivables due from clients for trading activity considered collectible as of the Gain acquisition date. (3) As $91.5 million of the $92.0 million in aggregate principal of the Gain Notes were redeemed on September 1, 2020, the Company believed that the face value of the Gain Notes approximated their fair value as of the Gain acquisition date due to the fundamental change right provided for in the Gain Notes indenture. Refer to Note 11 for further discussion of the Gain Notes redemption. (4) With the exception of deferred income taxes and the convertible senior notes, the Company believes that the fair value of the tangible assets acquired and tangible liabilities assumed approximated their carrying values as of the Gain acquisition date due either to their short-term nature, the Company’s ability to initiate the withdrawal and settlement of client related trading balances, or the fact that the balances are recorded at fair value on a recurring basis. (5) The trademark/domain names, software programs/platforms, and customer base intangible assets were assigned useful lives of 5 years, 3 years, and 4 years, respectively. The following represents the final allocation of the purchase price to the fair value of identifiable assets acquired and liabilities assumed as of the acquisition date (in millions):
| Fair Value
Cash and cash equivalents | $ | 1.1 |
Deposits with and receivables from broker-dealers, clearing organizations, and counterparties (1) | 7.7 |
Financial instruments owned, at fair value (2) | 7.1 |
Deferred income taxes | 2.7 |
Property and equipment | 0.7 |
Other assets | 0.7 |
Total fair value of assets acquired | 20.0 |
Accounts payable and other accrued liabilities | 1.9 |
Payable to broker-dealers, clearing organizations, and counterparties | 0.1 |
Financial instruments sold, not yet purchased, at fair value (2) | 4.4 |
Total fair value of liabilities assumed | 6.4 |
Fair value of net assets acquired | 13.6 |
Purchase price | 8.2 |
Bargain purchase gain | $ | 5.4 |
(1) Amount represents the contractual amount of deposits and receivables due from the clearing organization for trading activity as of the acquisition date. (2) Financial instruments owned and sold, not yet purchased, at fair value primarily includes equity securities and high yield, convertible and emerging market fixed income securities. Equity securities have been included within Level 1 of the fair value hierarchy and fixed income securities have been included in Level 2 of the fair value hierarchy as disclosed in Note 4. The following represents the final allocation of the purchase price to the fair value of identifiable assets acquired and liabilities assumed as of the acquisition date (in millions):
| Fair Value
Cash and cash equivalents | $ | 2.0 |
Receivables from clients (1) | 1.2 |
Receivable from affiliate | 1.1 |
Income tax receivable | 0.1 |
Physical commodities inventory | 9.8 |
Deferred tax assets, net | 0.2 |
Other assets | 1.2 |
Total fair value of tangible assets acquired | 15.6 |
Accounts payable and other accrued liabilities | 0.2 |
Payables to clients | 0.2 |
Total fair value of tangible liabilities assumed | 0.4 |
Fair value of net tangible assets acquired | 15.2 |
Purchase price | 22.0 |
Excess purchase price over fair value of tangible net assets acquired | $ | 6.8 |
Excess purchase price over fair value of tangible net assets acquired allocated to identifiable intangible assets: |
Domain names | $ | 2.1 |
Internally developed software | 2.5 |
Total excess purchase price allocated to identifiable intangible assets | 4.6 |
Remaining excess allocated to goodwill | $ | 2.2 |
(1) Amount represents the contractual amount of receivables due from clients for trading activity, all of which was collected. The following represents the final allocation of the purchase price to the fair value of identifiable assets acquired and liabilities assumed as of the acquisition date (in millions):
| Fair Value
Cash and cash equivalents | $ | 0.2 |
Deposits with and receivables from broker-dealers, clearing organizations, and counterparties | 0.3 |
Receivables from clients, net (1) | 0.2 |
Other assets | 0.4 |
Total fair value of tangible assets acquired | 1.1 |
Accounts payable and other accrued liabilities | 0.5 |
Total fair value of tangible liabilities assumed | 0.5 |
Fair value of net tangible assets acquired | 0.6 |
Purchase price (2) | 3.2 |
Excess purchase price over fair value of tangible net assets acquired | $ | 2.6 |
Excess purchase price over fair value of tangible net assets acquired allocated to identifiable intangible assets: |
Client relationships | $ | 0.7 |
Total excess purchase price allocated to identifiable intangible assets | 0.7 |
Remaining excess allocated to goodwill | $ | 1.9 |
(1) Amount represents the contractual amount of receivables due from clients for trading activity, all of which was collected. (2) Includes the fair value of contingent consideration of $1.8 million.
Schedule of Business Acquisition Pro Forma Financial Information | The following unaudited pro forma financial information (in millions, except per share amounts) has been adjusted to give effect to the Gain merger as if it were consummated on October 1, 2018.
| Year Ended September 30, 2020 | Year Ended September 30, 2019
Total revenues | $ | 54,414.1 |  | $ | 33,160.0 |
Net income | $ | 138.5 |  | $ | 38.3 |
Basic earnings per share | $ | 7.17 |  | $ | 2.01 |
Diluted earnings per share | $ | 7.02 |  | $ | 1.97 |

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- Definition Tabular disclosure of a material business combination completed during the period, including background, timing, and recognized assets and liabilities. This table does not include leveraged buyouts. + References Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef -Publisher FASB -Name Accounting Standards Codification -Topic 805 -SubTopic 10 -Section 50 -Paragraph 3 -URI http://asc.fasb.org/extlink&oid=79982066&loc=d3e1486-128463 Reference 2: http://fasb.org/us-gaap/role/ref/legacyRef -Publisher FASB -Name Accounting Standards Codification -Topic 805 -SubTopic 10 -Section 50 -Paragraph 2 -URI http://asc.fasb.org/extlink&oid=79982066&loc=d3e1392-128463 + Details
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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 Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef -Publisher FASB -Name Accounting Standards Codification -Topic 805 -SubTopic 20 -Section 50 -Paragraph 1 -URI http://asc.fasb.org/extlink&oid=123413009&loc=d3e4845-128472 + Details
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