Business Combinations

12 Months Ended

Jan. 01, 2021

BUSINESS COMBINATIONS

During fiscal 2020, 2019, and 2018, we acquired multiple businesses, all with cash consideration. The Consolidated Statements of Income include the operating results of the businesses from the dates of acquisition.

During fiscal 2020, we acquired three businesses, with total purchase consideration of $205.1 million. The acquisitions were not significant individually or in the aggregate. The largest acquisition was Kuebix, a transportation management system provider. In the aggregate, the businesses acquired contributed less than 1% of our total revenue during fiscal 2020.

During fiscal 2019, we acquired four businesses, with total purchase consideration of $247.0 million. The acquisitions were not significant individually or in the aggregate. The largest acquisition was Cityworks, a company that provides enterprise asset management (EAM) software for utilities and local government. In the aggregate, the businesses acquired contributed less than 1% of our total revenue during fiscal 2019.

During fiscal 2018, we acquired six businesses, with total purchase consideration of $1.8 billion, including e-Builder and Viewpoint, having cash transactions valued at $485.5 million and $1,212.1 million, respectively. In the aggregate, the businesses acquired contributed approximately 5% of our total revenue during fiscal 2018.

We determined the total consideration paid for each of our acquisitions as well as the fair value of the assets acquired and liabilities assumed as of the date of each 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 generally determined based on a discounted cash flow analysis. For the acquisitions in fiscal 2020, the preliminary fair values of net tangible assets and intangible assets acquired were based on preliminary valuations and estimates, and assumptions are subject to change within the measurement period (up to one year from the acquisition date).

Acquisition costs of $21.4 million, $20.5 million, and $38.9 million in fiscal 2020, 2019, and 2018, respectively, were expensed as incurred and are included in Cost of sales and General and administrative expenses in our Consolidated Statements of Income.

The following table summarizes the business combinations completed during the periods indicated:


Fiscal Years	2020		2019		2018
(In millions)
Fair value of total purchase consideration	$	205.1	$	247.0	$	1,782.9
Less fair value of net assets acquired:
Net tangible assets acquired	(1.6)		6.7		5.0
Identified intangible assets	56.7		104.6		568.3
Deferred taxes	0.7		(3.4)		(89.2)

Goodwill	$	149.3	$	139.1	$	1,298.8

Intangible Assets

The following table presents details of total intangible assets. As of the end of fiscal 2020, $338.3 million of fully amortized intangible assets were written off. Amounts reported at the end of fiscal 2019 have been adjusted to conform to the current presentation.


		At the End of Fiscal 2020						At the End of Fiscal 2019
(In millions)	Weighted-Average Useful Lives (in years)	Gross Carrying Amount		Accumulated Amortization		Net Carrying Amount		Gross Carrying Amount		Accumulated Amortization		Net Carrying Amount
Developed product technology	6	$	1,118.2	$	(811.1)	$	307.1	$	1,191.9	$	(848.6)	$	343.3
Trade names and trademarks	5	58.3		(51.9)		6.4		73.1		(58.1)		15.0
Customer relationships	8	681.1		(419.3)		261.8		750.8		(446.6)		304.2
Distribution rights and other intellectual properties	7	45.8		(41.0)		4.8		68.7		(52.5)		16.2
		$	1,903.4	$	(1,323.3)	$	580.1	$	2,084.5	$	(1,405.8)	$	678.7

The estimated future amortization expense of intangible assets at the end of fiscal 2020 is as follows (in millions):


2021	$	139.8
2022	119.9
2023	106.4
2024	82.9
2025	46.1
Thereafter	85.0
Total	$	580.1

Goodwill

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


(In millions)	Buildings and Infrastructure		Geospatial		Resources and Utilities		Transportation		Total
At the end of fiscal 2019	$	1,973.0	$	401.5	$	445.4	$	860.7	$	3,680.6

Additions due to acquisitions	1.3		—		0.4		147.6		149.3
Purchase price and foreign currency translation adjustments	23.1		14.2		8.0		1.3		46.6


At the end of fiscal 2020	$	1,997.4	$	415.7	$	453.8	$	1,009.6	$	3,876.5