Business Combinations

3 Months Ended

Apr. 03, 2020

During the first quarter of fiscal 2020, we acquired privately held Kuebix for cash consideration of $201.1 million. Kuebix is a leading transportation management system provider and creator of North America's largest connected shipping community. This acquisition will enable us to create a new platform for planning, execution, and freight demand-capacity matching. The Condensed Consolidated Statements of Income include the operating results of the acquired business from the date of acquisition. The acquisition contributed less than 1% to our total revenue.

The fair value of identifiable assets acquired and liabilities assumed were determined under the acquisition method of accounting for business combinations as of the date of acquisition. The excess of purchase consideration over the fair value of net tangible and identifiable intangible assets acquired was recorded as goodwill. The fair value of intangible assets acquired is determined based on a discounted cash flow analysis. For the acquisition in the first quarter of fiscal 2020, the preliminary fair value of net tangible assets and intangible assets acquired was based on preliminary valuations and estimates, and assumptions are subject to change within the measurement period (up to one year from the acquisition date).

The following table summarizes the Company’s business combination completed during the first quarter of fiscal 2020:



(In millions)	First Quarter of 2020
Fair value of total purchase consideration	$	201.1
Less fair value of net assets acquired:
Net tangible assets acquired	(1.5		)
Identifiable intangible assets	54.3
Deferred income taxes	0.7
Goodwill	$	147.6

Intangible Assets

The following table presents details of the Company’s total intangible assets:



As of	First Quarter of Fiscal 2020							Fiscal Year End 2019
	Gross							Gross
	Carrying		Accumulated			Net Carrying		Carrying		Accumulated			Net Carrying
(In millions)	Amount		Amortization			Amount		Amount		Amortization			Amount
Developed product technology	$	1,298.1	$	(934.0	)	$	364.1	$	1,266.7	$	(923.4	)	$	343.3
Trade names and trademarks	75.7		(62.0		)	13.7		74.8		(59.8		)	15.0
Customer relationships	767.6		(472.7		)	294.9		769.8		(465.6		)	304.2
Distribution rights and other intellectual property	71.6		(63.1		)	8.5		79.7		(63.5		)	16.2
	$	2,213.0	$	(1,531.8	)	$	681.2	$	2,191.0	$	(1,512.3	)	$	678.7

The estimated future amortization expense of purchased intangible assets as of the end of the first quarter of fiscal 2020 was as follows:



(In millions)
2020 (Remaining)	$	116.3
2021	136.4
2022	117.6
2023	104.7
2024	79.4
Thereafter	126.8
Total	$	681.2

Goodwill

The changes in the carrying amount of goodwill by segment for the first quarter of fiscal 2020 were as follows:



	Buildings and Infrastructure			Geospatial			Resources and Utilities			Transportation			Total
(In millions)
Balance as of fiscal year end 2019	$	1,973.0		$	401.5		$	445.4		$	860.7		$	3,680.6
Additions due to acquisitions	—			—			—			147.6			147.6
Purchase price and foreign currency translation adjustments	(18.1		)	(7.7		)	(10.8		)	(8.0		)	(44.6		)
Balance as of the end of the first quarter of fiscal 2020	$	1,954.9		$	393.8		$	434.6		$	1,000.3		$	3,783.6