v3.19.3.a.u2
Acquisition
12 Months Ended
Dec. 31, 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 expands Aladdin’s illiquid alternative capabilities and enables 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 15, 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.   

 

Goodwill, finite-lived intangible assets and deferred income tax liabilities were retrospectively adjusted to reflect new information obtained about facts that existed as of May 10, 2019, the eFront acquisition date. There was no material change to the consolidated statements of income for the year ended December 31, 2019 as a result of these adjustments. A summary of the initial and revised fair values of the assets acquired and liabilities assumed in this acquisition is as follows(1):

 

 

 

Initial

 

 

Revised

 

 

 

Estimate of

 

 

Estimate of

 

(in millions)

 

Fair Value

 

 

Fair Value

 

Accounts receivable

 

$

65

 

 

$

61

 

Finite-lived intangible assets:

 

 

 

 

 

 

 

 

Customer relationships(2)

 

 

452

 

 

 

400

 

Technology-related(3)

 

 

205

 

 

 

203

 

Trade name(4)

 

 

21

 

 

 

14

 

Goodwill

 

 

990

 

 

 

1,044

 

Other assets

 

 

31

 

 

 

49

 

Deferred income tax liabilities

 

 

(194

)

 

 

(146

)

Other liabilities assumed

 

 

(64

)

 

 

(125

)

Total consideration, net of cash acquired

 

$

1,506

 

 

$

1,500

 

 

 

 

 

 

 

 

 

 

Summary of consideration, net of cash acquired:

 

 

 

 

 

 

 

 

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

 

$

1,555

 

 

$

1,555

 

Cash acquired

 

 

(49

)

 

 

(55

)

Total consideration, net of cash acquired

 

$

1,506

 

 

$

1,500

 

 

 

 

 

 

 

 

 

 

(1)

At this time, the Company does not expect additional material changes to the value of the assets acquired or liabilities assumed in conjunction with the transaction.

(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 10 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 four years and is amortized using the accelerated amortization method.

Finite-lived intangible assets in the table above are amortized over their estimated useful lives, which range from four to 10 years.  Amortization expense related to the finite-lived intangible assets was $38 million for the year ended December 31, 2019. The finite-lived intangible assets had a weighted-average remaining useful life of approximately nine years with remaining amortization expense as follows:

 

(in millions)

 

 

 

 

Year

 

Amount

 

2020

 

$

60

 

2021

 

 

64

 

2022

 

 

68

 

2023

 

 

69

 

2024

 

 

71

 

Thereafter

 

 

247

 

Total

 

$

579

 

 

For the year ended December 31, 2019, eFront contributed $96 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.