Business Combinations, Goodwill and Intangible Assets

3 Months Ended

Mar. 31, 2017

Business Combinations [Abstract]

Business Combination, Goodwill and Intangible Assets

Goodwill and Intangible Assets

Business Combination

Datasource Consulting, LLC.

On October 22, 2016, the Company entered into a membership interests purchase agreement (the “Datasource Agreement”) for the purchase of Datasource Consulting, LLC (“Datasource”).

Pursuant to the Datasource Agreement, the Company purchased all of the membership interest of Datasource from its members for an aggregate consideration of $20,318. A portion of the purchase consideration otherwise payable was placed into escrow as security for the post-closing working capital adjustments and the indemnification obligations under the Datasource Agreement.

The Company also issued 93,604 shares of restricted common stock with an aggregate fair value of $4,483 to certain key employees of Datasource, each of whom accepted employment positions with the Company upon consummation of the combination. The restricted common stock vest proportionally over four years and the fair value of these grants will be recognized as compensation expense on a straight line basis over the vesting term.

Datasource is specialized in Enterprise Data Management and Business Intelligence. Datasource helps clients design data management strategies, implement data infrastructure and manage data assets. This acquisition expands the Company's addressable market within analytics and allows it to compete in the large and growing enterprise data management and business intelligence markets. Accordingly, the Company paid a premium for the acquisition, which is reflected in the goodwill recognized from the purchase price allocation.

During the three months ended March 31, 2017, the Company finalized its purchase price allocation for the acquisition based on their fair values as set forth below:

	Amount
Tangible assets	$	3,582
Tangible liabilities	(1,503		)
Identifiable intangible assets:
Customer relationships	6,340
Developed technology	520
Trade names and trademarks	380
Goodwill	10,999
Total purchase price	$	20,318

The amount of goodwill recognized from the Datasource acquisition is deductible for tax purposes.

The customer relationships from the Datasource acquisition are being amortized over the weighted average useful life of 6 years, and developed technology and trademarks are being amortized over the useful life of 5 years and 3 years, respectively.

Goodwill

The following table sets forth details of the Company’s goodwill balance as of March 31, 2017:

	Insurance			Healthcare		TT&L			F&A			All Other		Analytics		Total
Balance as at January 1, 2016	$	35,824		$	19,276	$	13,278		$	47,891		$	5,326	$	49,940	$	171,535
Acquisitions	2,510			—		—			—			—		13,598		16,108
Currency translation adjustments	(224		)	—		(295		)	(354		)	—		—		(873		)
Balance as at December 31, 2016	$	38,110		$	19,276	$	12,983		$	47,537		$	5,326	$	63,538	$	186,770
Acquisitions	—			—		—			—			—		—		—
Currency translation adjustments	37			—		520			625			—		—		1,182
Balance as at March 31, 2017	$	38,147		$	19,276	$	13,503		$	48,162		$	5,326	$	63,538	$	187,952

Intangible Assets

Information regarding the Company’s intangible assets is set forth below:

	As of March 31, 2017
	Gross Carrying Amount		Accumulated Amortization			Net Carrying Amount
Finite-lived intangible assets:
Customer relationships	$	75,249	$	(35,647	)	$	39,602
Leasehold benefits	2,845		(2,405		)	440
Developed technology	14,209		(7,034		)	7,175
Non-compete agreements	2,045		(1,653		)	392
Trade names and trademarks	5,363		(3,516		)	1,847
	$	99,711	$	(50,255	)	$	49,456
Indefinite-lived intangible assets:
Trade names and trademarks	$	900	$	—		$	900
Total intangible assets	$	100,611	$	(50,255	)	$	50,356

	As of December 31, 2016
	Gross Carrying Amount		Accumulated Amortization			Net Carrying Amount
Finite-lived intangible assets:
Customer relationships	$	75,181	$	(32,968	)	$	42,213
Leasehold benefits	2,715		(2,247		)	468
Developed technology	14,186		(6,468		)	7,718
Non-compete agreements	2,045		(1,612		)	433
Trade names and trademarks	5,360		(3,322		)	2,038
	$	99,487	$	(46,617	)	$	52,870
Indefinite-lived intangible assets:
Trade names and trademarks	$	900	$	—		$	900
Total intangible assets	$	100,387	$	(46,617	)	$	53,770

Amortization expense for the three months ended March 31, 2017 and 2016 was $3,498 and $2,715, respectively. The remaining weighted average life of intangible assets was 5.7 years for customer relationships, 2.2 years for leasehold benefits, 4.7 years for developed technology, 2.3 years for non-compete agreements and 5.3 years for trade names and trademarks excluding indefinite life trade names and trademarks.

Estimated amortization of intangible assets during the year ending March 31,
2018	$	13,576
2019	12,046
2020	9,870
2021	3,328
2022 and thereafter	10,636
Total	$	49,456