XML 27 R10.htm IDEA: XBRL DOCUMENT v3.5.0.2
Acquisitions (Notes)
9 Months Ended
Sep. 30, 2016
Business Combinations [Abstract]  
Business Combination Disclosure [Text Block]
Acquisitions
We continue to evaluate strategic opportunities to expand our industry expertise, strengthen our position in high-growth and key strategic geographical markets and industry sectors, advance our technological capabilities and improve our operational efficiency through both acquisitions and increased ownership interests in current investments. Our acquisitions typically provide for an initial payment at the time of closing and additional contingent purchase price payments based on the future performance of the acquired entity. We have entered into agreements that may require us to purchase additional equity interests in certain consolidated and unconsolidated subsidiaries. The amounts at which we record these transactions in our financial statements are based on estimates of the future financial performance of the acquired entity, the timing of the exercise of these rights, foreign currency exchange rates and other factors.
During the first nine months of 2016, we completed nine acquisitions, including a product and service design consultancy based in the U.S., an integrated healthcare marketing communications agency based in the U.S., a content creation and digital agency with offices in the U.S. and the U.K., a mobile consultancy and application development agency based in the U.K., a branded content production agency specializing in sports and entertainment based in Australia, a full-service public relations and digital agency based in China, a search engine optimization and digital content marketing agency based in the U.K., a mobile focused digital agency based in the U.K. and a business consultancy services agency based in Australia. Of our nine acquisitions, three were included in the Integrated Agency Networks ("IAN") operating segment, and six were included in the Constituency Management Group ("CMG") operating segment. During the first nine months of 2016, we recorded approximately $147.9 of goodwill and intangible assets related to our acquisitions, primarily in CMG.
During the first nine months of 2015, we completed two acquisitions, including a full-service digital agency in the U.K. Of our two acquisitions, one was included in the IAN operating segment, and one was included in the CMG operating segment. During the first nine months of 2015, we recorded approximately $14.0 of goodwill and intangible assets related to our acquisitions.
The results of operations of our acquired companies were included in our consolidated results from the closing date of each acquisition. Details of cash paid for current and prior years' acquisitions are listed below.
 
Nine months ended
September 30,
 
2016
 
2015
Cost of investment: current-year acquisitions
$
61.0

 
$
8.3

Cost of investment: prior-year acquisitions
37.2

 
31.8

Less: net cash acquired
(13.6
)
 
(2.4
)
Total cost of investment
84.6

 
37.7

Operating expense 1
18.7

 
17.6

Total cash paid for acquisitions 2
$
103.3

 
$
55.3

 
1
Represents cash payments made that were either in excess of the initial value of contingent payments or contingent upon the future employment of the former owners of the acquired companies and are recorded in the operating section of the unaudited Consolidated Statements of Cash Flows.
2
$47.9 of cash paid for acquisitions for the nine months ended September 30, 2016 is classified under the investing section of the unaudited Consolidated Statements of Cash Flows, as acquisitions, net of cash acquired. This amount relates to initial payments for new transactions. $36.7 of cash paid for acquisitions for the nine months ended September 30, 2016 is classified under the financing section of the unaudited Consolidated Statements of Cash Flows as acquisition-related payments. This amount relates to deferred payments and increases in our ownership interest for prior acquisitions.
Many of our acquisitions also include provisions under which the noncontrolling equity owners may require us to purchase additional interests in a subsidiary at their discretion. Redeemable noncontrolling interests are adjusted quarterly to their estimated redemption value, but not less than their initial fair value. Any adjustments to the redemption value impact retained earnings, except for foreign currency translation adjustments. The following table presents changes in our redeemable noncontrolling interests.
 
Nine months ended
September 30,
 
2016
 
2015
Balance at beginning of period
$
251.9

 
$
257.4

Change in related noncontrolling interests balance
(1.5
)
 
(9.4
)
Changes in redemption value of redeemable noncontrolling interests:
 
 
 
Additions
6.8

 
0.5

Redemptions and other
(14.8
)
 
(24.4
)
Redemption value adjustments
4.5

 
2.4

Balance at end of period
$
246.9

 
$
226.5