v3.19.2
Acquisition
6 Months Ended
Jun. 30, 2019
Business Combinations [Abstract]  
Acquisition

3. Acquisition

On May 10, 2019, the Company acquired 100% of the equity interests of eFront Holding SAS (“eFront Transaction” or “eFront”), a leading alternative investment management software and solutions provider for approximately $1.3 billion, excluding the settlement of eFront’s outstanding debt. The acquisition of eFront will expand Aladdin’s illiquid alternative capabilities and enable BlackRock to provide individual alternative or whole-portfolio technology solutions to clients.

The purchase price was funded through a combination of existing cash and issuance of commercial paper (subsequently repaid with existing cash) and long-term notes in April 2019. See Note 13, Borrowings, for information on the debt issuance in April 2019.

The purchase price for the eFront Transaction was allocated to the assets acquired and liabilities assumed based upon their estimated fair values at the date of the transaction. The goodwill recognized in connection with the acquisition is non-deductible for tax purposes and is primarily attributable to anticipated synergies from the transaction.  

A summary of the recorded fair values of the assets acquired and liabilities assumed in this acquisition is as follows(1):

 

 

Estimate of

 

(in millions)

 

Fair Value

 

Accounts receivable

 

$

65

 

Finite-lived intangible assets:

 

 

 

 

Customer relationships(2)

 

 

452

 

Technology-related(3)

 

 

205

 

Trade name(4)

 

 

21

 

Goodwill

 

 

990

 

Other assets

 

 

31

 

Deferred income tax liabilities

 

 

(194

)

Other liabilities assumed

 

 

(64

)

Total consideration, net of cash acquired

 

$

1,506

 

 

 

 

Estimate of

 

(in millions)

 

Fair Value

 

Cash paid including settlement of outstanding debt of approximately $0.2 billion

 

$

1,555

 

Cash acquired

 

 

(49

)

Total consideration, net of cash acquired

 

$

1,506

 

 

(1) At this time, the Company does not expect material changes to the value of the assets acquired or liabilities assumed in conjunction with the transaction with the exception of intangible assets and deferred income tax liabilities, which were valued using preliminary assumptions.

(2) The fair value was determined based on the excess earnings method (a Level 3 input), has a weighted-average estimated useful life of approximately 11 years and is amortized using the accelerated amortization method.

(3) The fair value was determined based upon a relief from royalty method (a Level 3 input), has a weighted-average estimated useful life of approximately eight years and is amortized using the accelerated amortization method.

(4) The fair value was determined using a relief from royalty method (a Level 3 input), has an estimated useful life of approximately five years and is amortized using the accelerated amortization method.

Finite-lived intangible assets are amortized over their estimated useful lives, which range from five to 11 years.  Amortization expense related to the finite-lived intangible assets was $10 million for the three and six months ended June 30, 2019. The finite-lived intangible assets had a weighted-average remaining useful life of approximately 10 years with remaining amortization expense as follows:

 

(in millions)

 

 

 

 

Year

 

Amount

 

2019 (excluding the six months ended June 30, 2019)

 

$

32

 

2020

 

 

60

 

2021

 

 

58

 

2022

 

 

64

 

2023

 

 

70

 

Thereafter

 

 

384

 

Total

 

$

668

 

 

The financial results of eFront have been included in BlackRock’s consolidated financial statements from the closing of the eFront Transaction.  For the three and six months ended June 30, 2019, eFront contributed $22 million of revenue and did not have a material impact to net income attributable to BlackRock, Inc. Consequently, the Company has not presented pro forma combined results of operations for this acquisition.