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ACQUISITIONS
12 Months Ended
Dec. 31, 2024
Business Combination, Asset Acquisition, and Joint Venture Formation [Abstract]  
ACQUISITIONS ACQUISITIONS
First Derivative — On December 2, 2024, the Company acquired First Derivative Ltd (together with its subsidiaries, “First Derivative”) for a purchase price of $300.7 million. First Derivative is a Northern Ireland-headquartered managed services and consulting business for the capital markets industry with major delivery capability in the U.K., Ireland, North America and APAC.
NEORIS — On November 1, 2024, the Company acquired 99.7% of the outstanding shares of Neoris N.V. (together with its subsidiaries, “NEORIS”) for a purchase price of $626.3 million. NEORIS is a global advanced technology consultancy with approximately 4,800 professionals across major talent hubs in Latin America, Spain and the U.S. NEORIS specializes in delivering complex digital engagement and transformation projects for clients in the Americas and Europe.
The following table summarizes the estimated fair values of the assets acquired and liabilities assumed as of the date of each respective acquisition:
First DerivativeNEORIS
Cash and cash equivalents$9,160 $63,470 
Trade receivables and contract assets46,678 79,550 
Prepaid and other current assets10,491 8,225 
Goodwill170,443 406,756 
Intangible assets124,809 259,000 
Property and equipment and other noncurrent assets3,595 22,240 
Total assets acquired$365,176 $839,241 
Accounts payable, accrued expenses and other current liabilities$32,016 $126,791 
Other noncurrent liabilities32,451 84,743 
Total liabilities assumed$64,467 $211,534 
Noncontrolling interest in consolidated subsidiaries 1,358 
Net assets acquired$300,709 $626,349 
For the acquisitions of First Derivative and NEORIS, the estimated fair values of the assets acquired and liabilities assumed are provisional and based on the information that was available as of the acquisition dates. The Company expects to complete the purchase price allocations as soon as practicable but no later than one year from each acquisition date.
As of December 31, 2024, the following table presents the estimated fair values and useful lives of intangible assets acquired from First Derivative and NEORIS:
First DerivativeNEORIS
Weighted Average Useful Life (in years)AmountWeighted Average Useful Life (in years)Amount
Customer relationships8$118,441 8$249,000 
Trade names56,368 510,000 
Total$124,809 $259,000 
The goodwill recognized as a result of the First Derivative acquisition is attributable to synergies expected to be achieved by enhancing EPAM’s industry experience and jointly delivering a comprehensive set of AI-enabled capabilities in the financial services vertical, expected future contracts, the assembled workforce acquired and other factors. The goodwill recognized as a result of the NEORIS acquisition is attributable to synergies expected to be achieved by expanding the Company’s ability to support clients across Latin America, expected future contracts, the assembled workforce acquired and other factors. The goodwill recognized as a result of these acquisitions is not expected to be deductible for income tax purposes.
During the year ended December 31, 2024, the Company recognized acquisition-related costs associated with the First Derivative and NEORIS acquisitions totaling $6.3 million and $7.8 million, respectively. These costs are included in Selling, general and administrative expenses in the accompanying consolidated statement of income.
During the year ended December 31, 2024, revenues generated by First Derivative and NEORIS included in the Company’s consolidated statement of income totaled $12.2 million and $53.7 million, respectively. Net income from First Derivative and NEORIS since the date of acquisition was not material. Pro forma results of operations have not been presented for First Derivative because the effect of the acquisition on the Company’s consolidated financial statements was not material.
Pro Forma Results of Operations for NEORIS
The following unaudited pro forma combined financial information is based on the historical consolidated financial statements of the Company and NEORIS after giving effect to the Company’s acquisition as if the acquisition occurred on January 1, 2023. The following unaudited pro forma financial information is presented for informational purposes only and is not necessarily indicative of the results of operations that the Company would have reported had the transaction occurred at the beginning of these periods nor is it necessarily indicative of future results of operations.
The following table presents the unaudited consolidated pro forma results of operations for the years ended December 31, 2024 and 2023:
Year Ended December 31, 2024Year Ended December 31, 2023
Revenues$5,015,157 $5,013,488 
Net income$407,200 $399,973 
Other 2024 Acquisitions - During the year ended December 31, 2024, the Company completed three additional acquisitions with a total purchase price of $74.2 million including contingent consideration with acquisition-date fair value of $9.8 million. These acquisitions expanded EPAM’s geographical reach across Latin America and Europe, enhanced its capabilities in Life Sciences analytics, as well as added $20.3 million of intangible assets, consisting mainly of customer relationships. Revenues generated by the Other 2024 Acquisitions totaled $32.6 million during the year ended December 31, 2024. Pro forma results of operations have not been presented because the effect of these acquisitions on the Company’s consolidated financial statements was not material individually or in the aggregate.
2023 Acquisitions — During the year ended December 31, 2023, the Company completed two acquisitions with a total purchase price of $42.6 million including contingent consideration with acquisition-date fair value of $14.9 million. These acquisitions expanded EPAM’s capabilities in software design and product development, as well as added $13.9 million of intangible assets, consisting of customer relationships. Revenues generated by these 2023 Acquisitions totaled $8.2 million during the year ended December 31, 2023. Pro forma results of operations have not been presented because the effect of these acquisitions on the Company’s consolidated financial statements was not material individually or in the aggregate.
2022 Acquisitions — During the year ended December 31, 2022, the Company completed two acquisitions with a total purchase price of $13.6 million including contingent consideration with acquisition-date fair value of $2.6 million. These acquisitions expanded EPAM’s capabilities to deliver end-to-end solutions for designing and building sophisticated commerce platforms, provided opportunities for geographic expansion as well as added $3.4 million of intangible assets, consisting of customer relationships. Revenues generated by these 2022 Acquisitions totaled $8.7 million during the year ended December 31, 2022. Pro forma results of operations have not been presented because the effect of these acquisitions on the Company’s consolidated financial statements was not material individually or in the aggregate.