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Acquisitions | 12 Months Ended
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Dec. 31, 2017
Business Combinations [Abstract] |
Acquisitions | Acquisitions Included in the discussion below are acquisitions of entities in Continuing Operations and Discontinued Operations. 2017 Acquisitions During the year ended December 31, 2017, Laureate consummated the business acquisition outlined below, which is included in our Consolidated Financial Statements commencing from the date of acquisition. Australia In June 2017, our Rest of World segment acquired the assets and business of the nursing division of Careers Australia (CA Nursing), a vocational institution in Australia, for a cash purchase price of Australian Dollar (AUD) 1,107 (US $835 at the date of acquisition) plus debt assumed of AUD 9,850 (US $7,433 at the acquisition date). We account ed for this acquisition as a business combin ation. For this acquisition, Revenues, Operating income and Net income (loss) attributable to Laureate Education, Inc. were immaterial for the year ended December 31, 2017. The following table summarizes the estimated fair value of all assets acquired and the liabilities assumed at the date of acquisition:
| CA Nursing Australia
Current assets | $ | 2,552 |
Property and equipment | 9,581 |
Goodwill | 3,584 |
Other intangible assets | 3,293 |
Total assets acquired | 19,010 |
Current portion of long-term debt | 166 |
Other current liabilities | 8,997 |
Long-term debt, less current portion | 7,267 |
Other long-term liabilities | 1,745 |
Total liabilities | 18,175 |
Net assets acquired attributable to Laureate Education, Inc. | 835 |
Debt assumed | 7,433 |
Net assets acquired attributable to Laureate Education, Inc. plus debt assumed | $ | 8,268 |
Net assets acquired | $ | 835 |
Net cash paid at acquisition | $ | 835 |
2017 Summary The amounts recorded for the 2017 acquisition are considered final. None of the goodwill related to the 2017 acquisition is expected to be deductible for income tax purposes. Pro forma results of operations for the acquisition completed during 2017 have not been presented because the effects of that acquisition were not material to the Company’s financial results. 2016 Transactions University of St. Augustine for Health Sciences, LLC (St. Augustine) On March 24, 2016, the noncontrolling interest holders of St. Augustine notified Laureate of their election to exercise their put option, which required Laureate to purchase the remaining noncontrolling interest of 20%. Accordingly, this noncontrolling interest became a mandatorily redeemable financial instrument on the put option exercise date and was recognized as a liability at its estimated redemption value in accordance with ASC 480, "Distinguishing Liabilities from Equity." Under the terms of the agreement, the put option purchase price is based on 7.0 times Adjusted EBITDA of St. Augustine, as defined in the agreement, for the twelve months ended as of the last day of the fiscal quarter most recently ended prior to the date on which notice of exercise is given multiplied by the percentage interest being acquired. In June 2016, we acquired the remaining 20% noncontrolling interest in St. Augustine for a purchase price of $24,997. This payment was included in Payments to purchase noncontrolling interests in the Consolidated Statement of Cash Flows. Uni IBMR In 2015, we entered into a commitment to purchase the remaining 10% minority interest in Uni IBMR for a purchase price of BRL 2,500. The agreement closed on March 10, 2016 and we paid BRL 2,500 (US $668 at the payment date), which was included in Payments to purchase noncontrolling interests in the Consolidated Statement of Cash Flows. Additional purchase price could be paid post closing if certain contingent sale conditions are met. 2015 Acquisitions During the year ended December 31, 2015, Laureate consummated the business acquisitions outlined below, which are included in our Consolidated Financial Statements commencing from the dates of acquisition. Australia In July 2015, our Rest of World segment acquired the assets and the business of Chifley Business School (CBS) in Australia for a cash purchase price of AUD 600 (US $464 at the acquisition date), plus debt assumed of AUD 1,000 (US $772 at the acquisition date). We accounted for this as a business combination. Payment of the debt was made in two installments of AUD 500 (US $386 at the acquisition date), in January 2016 and January 2017. For this acquisition, Revenues, Operating income and Net income attributable to Laureate Education, Inc. were immaterial for the year ended December 31, 2015. Portugal On March 27, 2015, we acquired a group of higher education institutions and other entities in Portugal that we collectively referred to as IADE Group. The total purchase price of IADE Group was $10,403, which included an initial cash payment of $6,476, a seller note of $3,238 and a deferred payment of $689 related to a working capital settlement. The purchase of IADE Group allowed Laureate to expand its existing presence in Portugal. The goodwill recorded for IADE Group was related to the incremental value this acquisition brings to the Laureate International Universities network and Laureate's existing operations in Portugal by expanding our presence and adding synergies to Laureate's operations. For this acquisition, Revenues of $8,194, Operating income of $971 and Net income of $806 are included Income from discontinued operations in the Consolidated Statement of Operations for the year ended December 31, 2015. The Consolidated Financial Statements include the operating results of IADE Group and CBS from the dates of acquisition. The following table summarizes the estimated fair values of all assets acquired and liabilities assumed at the dates of acquisition:
| IADE Group Portugal |  | CBS Australia |  | Total
Current assets | $ | 1,476 |  |  | $ | 4 |  |  | $ | 1,480 |
Property and equipment | 335 |  |  | 33 |  |  | 368 |
Goodwill | 5,980 |  |  | 989 |  |  | 6,969 |
Tradenames | 6,071 |  |  | 342 |  |  | 6,413 |
Other intangible assets | 1,616 |  |  | — |  |  | 1,616 |
Long-term indemnification assets | 2,084 |  |  | — |  |  | 2,084 |
Other long-term assets | 518 |  |  | — |  |  | 518 |
Total assets acquired | 18,080 |  |  | 1,368 |  |  | 19,448 |
Current portion of long-term debt | — |  |  | 386 |  |  | 386 |
Other current liabilities | 3,124 |  |  | 132 |  |  | 3,256 |
Long-term debt, less current portion | — |  |  | 386 |  |  | 386 |
Other long-term liabilities | 4,553 |  |  | — |  |  | 4,553 |
Total liabilities | 7,677 |  |  | 904 |  |  | 8,581 |
Net assets acquired attributable to Laureate Education, Inc. | 10,403 |  |  | 464 |  |  | 10,867 |
Debt assumed | — |  |  | 772 |  |  | 772 |
Net assets acquired attributable to Laureate Education, Inc. plus debt assumed | $ | 10,403 |  |  | $ | 1,236 |  |  | $ | 11,639 |
Net assets acquired | $ | 10,403 |  |  | $ | 464 |  |  | $ | 10,867 |
Cash acquired | (235 | ) |  | — |  |  | (235 | )
Seller notes and deferred payments | (3,927 | ) |  | — |  |  | (3,927 | )
Net cash paid at acquisition | $ | 6,241 |  |  | $ | 464 |  |  | $ | 6,705 |
2015 Summary For all of the 2015 acquisitions, the allocations of purchase price consideration are no longer subject to revision, as the measurement period has closed. No material adjustments were made during 2016 to complete the allocations of purchase price consideration. None of the goodwill related to the 2015 acquisitions is expected to be deductible for income tax purposes. As part of the purchase price allocations for the 2015 acquisitions, Laureate recorded liabilities for taxes other-than-income tax related contingencies of $571 and labor contingencies of $1,466. In addition, we recorded total long-term indemnification assets of $2,084. Pro forma results of operations for the acquisitions completed during 2015 have not been presented because the effects of those acquisitions were not material to the Company’s financial results. Other 2015 Transactions India In April 2015, the Company acquired the remaining 5% noncontrolling interest in M-Power for a purchase price of $2,852. This payment was included in Payments to purchase noncontrolling interests in the Consolidated Statement of Cash Flows. Malaysia During the year ended December 31, 2015, we acquired an additional 2.7% noncontrolling interest in INTI Malaysia for $2,499. This payment was included in Payments to purchase noncontrolling interests in the Consolidated Statement of Cash Flows. This transaction increased Laureate's ownership interest in INTI to approximately 90%. Due to Shareholders of Acquired Companies The amounts due to shareholders of acquired companies generally arise in connection with Laureate’s acquisition of a majority or all of the ownership interest of these companies. Promissory notes payable to the sellers of acquired companies, referred to as “seller notes,” are commonly used as a means of payment for business acquisitions. Seller note payments are classified as Payments of deferred purchase price for acquisitions within financing activities in our Consolidated Statements of Cash Flows. The amounts due to shareholders of acquired companies, currencies, and interest rates applied were as follows:
| December 31, 2017 | December 31, 2016 | Nominal Currency | Interest Rate %
Universidade Anhembi Morumbi (UAM Brazil) | $ | 45,206 |  | $ | 52,043 |  | BRL | CDI + 2%
University of St. Augustine for Health Sciences, LLC (St. Augustine) | 11,550 |  | 11,550 |  | USD | 7%
Monash South Africa (MSA) | 9,571 |  | 8,318 |  | AUD | n/a
Faculdade Porto-Alegrense (FAPA) | 3,084 |  | 2,973 |  | BRL | IGP-M
IADE Group | 2,374 |  | 2,755 |  | EUR | 3%
Faculdades Metropolitanas Unidas Educacionais (FMU) | — |  | 100,382 |  | BRL | CDI
Total due to shareholders of acquired companies | 71,785 |  | 178,021 |  |  |
Less: Current portion of due to shareholders of acquired companies | 34,745 |  | 111,681 |  |  |
Due to shareholders of acquired companies, less current portion | $ | 37,040 |  | $ | 66,340 |  |  |
AUD: Australian Dollar |  | CDI: Certificados de Depósitos Interbancários (Brazil)
BRL: Brazilian Real |  | IGP-M: General Index of Market Prices (Brazil)
EUR: European Euro |  |
USD: United States Dollar |  |
The aggregate maturities of Due to shareholders of acquired companies as of December 31, 2017, were as follows:
2018 | $ | 35,257 |
2019 | 14,081 |
2020 | 12,939 |
2021 | 11,752 |
2022 | — |
Aggregate maturities | 74,029 |
Less: imputed interest discount | (2,244 | )
Total | $ | 71,785 |
UAM Brazil A portion of the acquisition was financed with a seller note in the amount of BRL 200,808 (US $60,479 at December 31, 2017), which is scheduled to be paid in nine equal installments of BRL 22,312 (US $6,720 at December 31, 2017), adjusted for inflation based on CDI plus 200 basis points. The initial five installments were paid during the years ended December 31, 2013 through 2017. The remaining four installments are due annually on August 31st of each year. The eighth and ninth installments are subject to acceleration and will be paid on August 31, 2019, along with the seventh installment, if a certain financial performance target is achieved in 2018, as described in the purchase agreement. On the closing date we recorded the note payable at its discounted present value, which will be accreted over the term of the note. As of December 31, 2017, the carrying value of the note was $45,206. St. Augustine On November 21, 2013, Laureate initially acquired 80% of the ownership and voting rights of St. Augustine. A portion of the purchase price was financed with a five-year seller note in the amount of $14,000. The promissory note incurs interest at an annual rate of 7%, which is payable quarterly beginning on January 1, 2014, and the entire principal balance is payable on November 21, 2018. During 2015 this note payable and a receivable from the former owner were reduced by $2,450 following the resolution of certain pre-acquisition matters, leaving a remaining principal balance of $11,550. In 2016, Laureate acquired the remaining 20% noncontrolling interest in St. Augustine, as discussed in Note 4, Acquisitions. Although St. Augustine is included in Discontinued Operations, this promissory note is the legal obligation of a corporate entity, and therefore is included in Continuing Operations. FMU At the acquisition date of FMU on September 12, 2014, Laureate financed a portion of the purchase price with promissory notes payable to the seller of BRL 250,000. These seller notes matured on September 12, 2017 and the principal and interest were fully repaid in the amount of BRL 358,606 (US $114,578 at the date of payment). The interest portion is classified in operating cash flows and included in the $39,419 of Interest paid on deferred purchase price for acquisitions on the Consolidated Statements of Cash Flows.

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