Business Acquisition (Tables)

6 Months Ended

Jun. 30, 2020

Schedule of Business Acquisitions, by Acquisition

Total consideration, net of cash received, was $51.0 million for 100% of the equity interests in Collateral Analytics. The total consideration was as follows (in millions):



Cash paid	$	54.1
Contingent consideration	0.6
Less: cash acquired	(3.7		)
Total consideration, net	$	51.0

Schedule of Recognized Identified Assets Acquired and Liabilities Assumed

The following table summarizes the total purchase price consideration and the fair value amounts recognized for the assets acquired and liabilities assumed, and includes measurement period adjustments recorded during the three months ended June 30, 2020 (in millions):



Total purchase price consideration	$	51.0

Computer software	$	6.4
Other intangible assets	17.9
Goodwill	25.3
Other current and non-current assets	4.1
Total assets acquired	53.7
Total liabilities assumed	2.7
Net assets acquired	$	51.0

Finite-Lived and Indefinite-Lived Intangible Assets Acquired as Part of Business Combination

As of the acquisition date, the gross carrying value and weighted average estimated useful lives of Computer software and Other intangible assets acquired consisted of the following (dollars in millions):



	Gross carrying value		Weighted average estimated life (in years)
Computer software	$	6.4	5
Other intangible assets:
Client relationships	16.7		10
Trade names	0.3		3
Non-compete agreements	0.9		3
Other intangible assets	17.9
Total gross carrying value	$	24.3

Optimal Blue Pending Acquisition

On July 26, 2020, we entered into a definitive equity purchase agreement with affiliates of private equity firm GTCR, LLC, to purchase Optimal Blue, LLC ("Optimal Blue"), a leading provider of secondary market solutions and actionable data services, for an enterprise value of $1.8 billion, subject to customary purchase price adjustments.

In connection with this acquisition, we will combine our Compass Analytics business with Optimal Blue in a newly formed entity with minority co-investors Cannae Holdings, Inc. (“Cannae”) and affiliates of Thomas H. Lee Partners, L.P. (“THL”). On July 26, 2020, we also entered into forward purchase agreements with an affiliate of Cannae and affiliates of THL (collectively, the "FPAs") pursuant to which each of Cannae and THL committed to purchase approximately 20% of the equity interests (approximately 40% in the aggregate) in the to-be-formed new subsidiary of Black Knight for a purchase price of $290 million ($580 million in the aggregate). We expect to fund the acquisition with cash on hand, including the proceeds from the FPAs, and debt financing. The acquisition is expected to close in the third quarter of 2020. We will own approximately 60% of the new entity.

Three years after the closing of this pending acquisition, we will have call rights on THL's and Cannae’s interests in the newly formed entity. In addition, THL and Cannae will have the right to put their respective interests in the newly formed entity to (i) the newly formed entity if there is a change of control of Black Knight or (ii) the newly formed entity or Black Knight three years after the closing of this pending acquisition. We will have the option to satisfy the purchase price in connection with the exercise of any put or call right either in cash or Black Knight common stock other than a put in connection with a change of control of Black Knight, in which case the purchase price is payable only in cash.