Business Combination, Intangible Assets And Goodwill

12 Months Ended

Dec. 31, 2021

Business Combination and Asset Acquisition [Abstract]

Business Combinations

BUSINESS COMBINATION, INTANGIBLE ASSETS, AND GOODWILL

On December 13, 2021, we acquired AgileAssets, with total purchase consideration of $237.5 million. AgileAssets is a provider of SaaS solutions for transportation asset lifecycle management. The financial results have been included in our consolidated financial statements since the date of the acquisition. The acquisition contributed less than 1% of our total revenue during 2021.

During 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 2020.

During 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 2019.

For the AgileAssets acquisition in 2021, the preliminary allocation of purchase price was based upon preliminary fair value estimates and analyses, including preliminary work performed by third-party valuation specialists, which could change within the measurement period as valuations are finalized. The primary areas that remain preliminary relate to the fair values of intangible assets acquired and certain tangible assets and liabilities acquired. We expect to finalize the valuation as soon as practicable, but no later than one year from the acquisition date.

Acquisition costs of $13.6 million, $20.3 million, and $20.2 million in 2021, 2020, and 2019, 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:

	2021		2020		2019
(In millions)
Fair value of total purchase consideration	$	237.5	$	205.1	$	247.0
Less fair value of net assets acquired:
Net tangible assets acquired	(5.2)		(1.6)		6.7
Identified intangible assets	67.2		56.7		104.6
Deferred taxes	—		0.7		(3.4)
Goodwill	$	175.5	$	149.3	$	139.1

Intangible Assets

The following table presents a summary of our intangible assets:

		At the End of 2021						At the End of 2020
(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	$	1,011.9	$	(748.2)	$	263.7	$	1,118.2	$	(811.1)	$	307.1
Customer relationships	9	667.8		(428.9)		238.9		681.1		(419.3)		261.8
Trade names and trademarks	6	48.0		(45.0)		3.0		58.3		(51.9)		6.4
Distribution rights and other intellectual properties	4	10.0		(9.0)		1.0		45.8		(41.0)		4.8
		$	1,737.7	$	(1,231.1)	$	506.6	$	1,903.4	$	(1,323.3)	$	580.1

As of the end of 2021 and 2020, $160.1 million and $338.3 million of fully amortized intangible assets were written off.

The estimated future amortization expense of intangible assets at the end of 2021 was as follows: 

(In million)
2022	$	127.2
2023	115.6
2024	90.1
2025	55.9
2026	49.5
Thereafter	68.3
Total	$	506.6

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
Balance as of year end 2020	$	1,997.4	$	415.7	$	453.8	$	1,009.6	$	3,876.5
Additions due to acquisition	175.5		—		—		—		175.5
Decrease from the sale of businesses	(14.7)		—		(3.3)		—		(18.0)
Foreign currency translation and other adjustments	(16.8)		(12.1)		(9.7)		(13.9)		(52.5)
Balance as of year end 2021	$	2,141.4	$	403.6	$	440.8	$	995.7	$	3,981.5

Intangible Assets and Goodwill

BUSINESS COMBINATION, INTANGIBLE ASSETS, AND GOODWILL

On December 13, 2021, we acquired AgileAssets, with total purchase consideration of $237.5 million. AgileAssets is a provider of SaaS solutions for transportation asset lifecycle management. The financial results have been included in our consolidated financial statements since the date of the acquisition. The acquisition contributed less than 1% of our total revenue during 2021.

During 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 2020.

During 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 2019.

For the AgileAssets acquisition in 2021, the preliminary allocation of purchase price was based upon preliminary fair value estimates and analyses, including preliminary work performed by third-party valuation specialists, which could change within the measurement period as valuations are finalized. The primary areas that remain preliminary relate to the fair values of intangible assets acquired and certain tangible assets and liabilities acquired. We expect to finalize the valuation as soon as practicable, but no later than one year from the acquisition date.

Acquisition costs of $13.6 million, $20.3 million, and $20.2 million in 2021, 2020, and 2019, 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:

	2021		2020		2019
(In millions)
Fair value of total purchase consideration	$	237.5	$	205.1	$	247.0
Less fair value of net assets acquired:
Net tangible assets acquired	(5.2)		(1.6)		6.7
Identified intangible assets	67.2		56.7		104.6
Deferred taxes	—		0.7		(3.4)
Goodwill	$	175.5	$	149.3	$	139.1

Intangible Assets

The following table presents a summary of our intangible assets:

		At the End of 2021						At the End of 2020
(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	$	1,011.9	$	(748.2)	$	263.7	$	1,118.2	$	(811.1)	$	307.1
Customer relationships	9	667.8		(428.9)		238.9		681.1		(419.3)		261.8
Trade names and trademarks	6	48.0		(45.0)		3.0		58.3		(51.9)		6.4
Distribution rights and other intellectual properties	4	10.0		(9.0)		1.0		45.8		(41.0)		4.8
		$	1,737.7	$	(1,231.1)	$	506.6	$	1,903.4	$	(1,323.3)	$	580.1

As of the end of 2021 and 2020, $160.1 million and $338.3 million of fully amortized intangible assets were written off.

The estimated future amortization expense of intangible assets at the end of 2021 was as follows: 

(In million)
2022	$	127.2
2023	115.6
2024	90.1
2025	55.9
2026	49.5
Thereafter	68.3
Total	$	506.6

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
Balance as of year end 2020	$	1,997.4	$	415.7	$	453.8	$	1,009.6	$	3,876.5
Additions due to acquisition	175.5		—		—		—		175.5
Decrease from the sale of businesses	(14.7)		—		(3.3)		—		(18.0)
Foreign currency translation and other adjustments	(16.8)		(12.1)		(9.7)		(13.9)		(52.5)
Balance as of year end 2021	$	2,141.4	$	403.6	$	440.8	$	995.7	$	3,981.5