ACQUISITIONS AND DIVESTITURES, GOODWILL, AND INTANGIBLE ASSETS

CSRA Acquisition

On April 3, 2018, we acquired 100% of the outstanding shares of CSRA Inc. (CSRA) for $41.25 per share in cash plus the assumption of outstanding net debt. CSRA is a provider of IT solutions to the defense, intelligence and federal civilian markets and is included in our Information Technology segment.

Purchase Price and Fair Value of Net Assets Acquired. The cash purchase price totaled $9.7 billion and consisted of the following:



CSRA shares outstanding (in millions)	165.4
Cash consideration per CSRA share	$	41.25
Cash paid to purchase outstanding CSRA shares	$	6,825
Cash paid to extinguish CSRA debt	2,846
Cash settlement of outstanding CSRA stock options and restricted stock units	78
Total purchase price	$	9,749

The following table summarizes the allocation of the purchase price to the estimated fair values of the assets acquired and liabilities assumed on the acquisition date, with the excess recorded as goodwill:



Cash and equivalents	$	45
Accounts receivable	155
Unbilled receivables	420
Other current assets	303
Property, plant and equipment, net	326
Intangible assets, net	2,066
Goodwill	7,931
Other noncurrent assets	369
Total assets	$	11,615
Account payable	$	(135	)
Customer advances and deposits	(151		)
Current lease obligation	(51		)
Other current liabilities	(434		)
Noncurrent lease obligation	(207		)
Noncurrent deferred tax liability	(356		)
Other noncurrent liabilities	(532		)
Total liabilities	$	(1,866	)
Net assets acquired	$	9,749

During the quarter, we obtained additional information that resulted in adjustments to the estimated fair values that were not material.

We have valued $2.1 billion of acquired intangible assets, which consists of acquired backlog and probable follow-on work and associated customer relationships (contract and program intangible assets), with a weighted-average life of 17 years. The intangible assets are being amortized using an accelerated method, which approximates the pattern of how the economic benefit is expected to be used. Under this method, approximately 50% of the aggregate value of the intangible assets will be amortized within six years of the acquisition date.

Goodwill represents the purchase price paid in excess of the fair value of net tangible and intangible assets acquired, and is attributable primarily to expected synergies, economies of scale and the assembled workforce of CSRA. Approximately $490 of this goodwill is deductible for income tax purposes over its remaining tax life.

Other Acquisitions and Divestitures

In the first three months of 2019, we completed the acquisition of a business in each of our Aerospace and Missions Systems segments. In 2018, we acquired five businesses in addition to the acquisition of CSRA for approximately $400: Hawker Pacific, a leading provider of integrated aviation solutions across Asia Pacific and the Middle East, and two fixed-base operation (FBO) businesses in our Aerospace segment; a maintenance and service provider for the German Army and other international customers in our Combat Systems segment; and a provider of specialized transmitters and receivers in our Mission Systems segment. As the purchase prices of these acquisitions were not material for the three-month periods ended March 31, 2019, and April 1, 2018, they are included in other investing activities, net, in the unaudited Consolidated Statement of Cash Flows.

The operating results of these acquisitions have been included with our reported results since the respective closing dates. The purchase prices of the acquisitions have been allocated to the estimated fair value of net tangible and intangible assets acquired, with any excess purchase price recorded as goodwill.

We did not have any divestitures in the first three months of 2019. In 2018, we completed the sale of a commercial health products business during the first quarter and the sale of a public-facing contact-center business during the fourth quarter in our Information Technology segment. As the proceeds from the sale of the commercial health products business were not material for the three-month period ended April 1, 2018, they are included in other investing activities, net, in the unaudited Consolidated Statement of Cash Flows.

Goodwill

The changes in the carrying amount of goodwill by reporting unit were as follows:



	Aerospace			Combat Systems			Information Technology		Mission Systems		Marine Systems		Total Goodwill
December 31, 2018 (a)	$	2,813		$	2,633		$	9,622	$	4,229	$	297	$	19,594
Acquisitions (b)	3			(1		)	72		6		—		80
Other (c)	(20		)	9			1		4		—		(6		)
March 31, 2019 (a)	$	2,796		$	2,641		$	9,695	$	4,239	$	297	$	19,668

(a)Goodwill in the Information Technology and Mission Systems reporting units is net of $536 and $1.3 billion of accumulated impairment losses, respectively.

(b)Includes adjustments during the purchase price allocation period.

(c)Consists primarily of adjustments for foreign currency translation.

Intangible Assets

Intangible assets consisted of the following:



	Gross Carrying Amount (a)		Accumulated Amortization			Net Carrying Amount		Gross Carrying Amount (a)		Accumulated Amortization			Net Carrying Amount
	March 31, 2019							December 31, 2018
Contract and program intangible assets (b)	$	3,771	$	(1,589	)	$	2,182	$	3,771	$	(1,531	)	$	2,240
Trade names and trademarks	463		(180		)	283		469		(177		)	292
Technology and software	171		(120		)	51		165		(116		)	49
Other intangible assets	159		(157		)	2		159		(155		)	4
Total intangible assets	$	4,564	$	(2,046	)	$	2,518	$	4,564	$	(1,979	)	$	2,585


(a)	Change in gross carrying amounts consists primarily of adjustments for acquired intangible assets and foreign currency translation.


(b)	Consists of acquired backlog and probable follow-on work and associated customer relationships.

Amortization expense for intangible assets was $70 and $20 for the three-month periods ended March 31, 2019, and April 1, 2018.