64
Other Non-Current Liabilities
The components of Other non-current liabilities are as follows (in millions):
|
|
|
|
|
|
|
|
|
As of December 31
|
2016
|
|
2015
|
Taxes payable
|
$
|
288
|
|
|
$
|
223
|
|
Leases
|
169
|
|
|
166
|
|
Deferred revenue
|
140
|
|
|
159
|
|
Compensation and benefits
|
56
|
|
|
59
|
|
Other
|
191
|
|
|
162
|
|
Total
|
$
|
844
|
|
|
$
|
769
|
|
4. Acquisitions and Dispositions of Businesses
Acquisitions
The number of acquisitions completed within each reportable segment is as follows:
|
|
|
|
|
Years ended December 31
|
2016
|
|
2015
|
Risk Solutions
|
5
|
|
4
|
HR Solutions
|
3
|
|
3
|
Total
|
8
|
|
7
|
2016 Acquisitions
On January 1, 2016, the Company completed the transaction to acquire Globe Events Management, an insurance, retirement, and investment consulting business company based in Australia.
On February 1, 2016, the Company completed the transaction to acquire Modern Survey, an employee survey and talent analytics solutions provider based in Minneapolis.
On April 11, 2016, the Company completed the transaction to acquire Nexus Insurance Brokers Limited and Bayfair Insurance Centre Limited, insurance brokerage firms located in New Zealand.
On June 1, 2016, the Company completed the transaction to acquire Univers Workplace Solutions, a leading elective benefit enrollment and communication services firm based in New Jersey.
On August 19, 2016, the Company completed the transaction to acquire Cammack Health LLC, a leading health and benefits consulting firm that serves large health care organizations in the Eastern region of the U.S., including health plans, health systems and employers.
On October 31, 2016, the Company completed the transaction to acquire Stroz, Friedberg, Inc., a leading global cyber risk management firm based in New York City, with offices across the U.S. and in London, Zurich, Dubai and Hong Kong.
On November 11, 2016 the Company completed the transaction to acquire CoCubes, a leading hiring assessment company based in India.
On December 26, 2016, the Company completed the transaction to acquire Admix, a leading health and benefits brokerage and solutions firm based in Brazil.
65
The following table includes the preliminary fair values of consideration transferred, assets acquired, and liabilities assumed as a result of the Company’s acquisitions (in millions):
|
|
|
|
|
Year ended December 31
|
2016
|
Cash
|
$
|
891
|
|
Deferred and contingent consideration
|
43
|
|
Aggregate consideration transferred
|
934
|
|
Assets acquired:
|
|
Cash and cash equivalents
|
12
|
|
Receivables, net
|
52
|
|
Goodwill
|
642
|
|
Intangible assets, net
|
366
|
|
Fixed assets, net
|
30
|
|
Other assets
|
2
|
|
Total assets acquired
|
1,104
|
|
Liabilities assumed:
|
|
Current liabilities
|
163
|
|
Other liabilities
|
7
|
|
Total liabilities assumed
|
170
|
|
Net assets acquired
|
$
|
934
|
|
Intangible assets are primarily customer-related and contract-based assets; those acquired as part of a business acquisition in 2016 had a weighted average useful economic life of 13 years . Acquisition related costs incurred and recognized within Other general expenses for the year ended December 31, 2016 were $8 million . Total revenue for these acquisitions included in the Company’s Consolidated Statement of Income for the year ended December 31, 2016 was $68 million .
The results of operations of these acquisitions are included in the Consolidated Financial Statements as of the acquisition date. The results of operations of the Company would not have been materially different if these acquisitions had been reported from the beginning of the period in which they were acquired.
2015 Acquisitions
The following table includes the preliminary fair values of consideration transferred and intangible assets acquired as a result of the Company’s acquisitions (in millions):
|
|
|
|
|
Year ended December 31
|
2015
|
Consideration
|
$
|
27
|
|
Intangible assets:
|
|
Goodwill
|
$
|
18
|
|
Other intangible assets
|
6
|
|
Total intangible assets
|
$
|
24
|
|
The results of operations of these acquisitions are included in the Consolidated Financial Statements as of the acquisition date. The results of operations of the Company would not have been materially different if these acquisitions had been reported from the beginning of the period in which they were acquired.
Dispositions
The number of dispositions completed within each reportable segment is as follows:
|
|
|
|
|
|
|
|
Years ended December 31
|
2016
|
|
2015
|
|
2014
|
Risk Solutions
|
4
|
|
4
|
|
|
2
|
HR Solutions
|
1
|
|
3
|
|
|
0
|
Total
|
5
|
|
7
|
|
|
2
|
66
Total pretax gains, net of losses, recognized were $39 million , $82 million , and $24 million , respectively, for the years ended December 31, 2016 , 2015 , and 2014 . Gains and losses recognized as a result of a disposition are included in Other income in the Consolidated Statements of Income.
5. Goodwill and Other Intangible Assets
The changes in the net carrying amount of goodwill by reportable segment for the years ended December 31, 2016 and 2015 , respectively, are as follows (in millions):
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Risk
Solutions
|
|
HR
Solutions
|
|
Total
|
Balance as of January 1, 2015
|
$
|
5,911
|
|
|
$
|
2,949
|
|
|
$
|
8,860
|
|
Goodwill related to current year acquisitions
|
2
|
|
|
16
|
|
|
18
|
|
Goodwill related to disposals
|
(1
|
)
|
|
(76
|
)
|
|
(77
|
)
|
Goodwill related to prior year acquisitions
|
—
|
|
|
—
|
|
|
—
|
|
Foreign currency translation
|
(319
|
)
|
|
(34
|
)
|
|
(353
|
)
|
Balance as of December 31, 2015
|
$
|
5,593
|
|
|
$
|
2,855
|
|
|
$
|
8,448
|
|
Goodwill related to current year acquisitions
|
632
|
|
|
10
|
|
|
642
|
|
Goodwill related to disposals
|
(8
|
)
|
|
(26
|
)
|
|
(34
|
)
|
Goodwill related to prior year acquisitions
|
4
|
|
|
—
|
|
|
4
|
|
Foreign currency translation
|
(268
|
)
|
|
(45
|
)
|
|
(313
|
)
|
Balance as of December 31, 2016
|
$
|
5,953
|
|
|
$
|
2,794
|
|
|
$
|
8,747
|
|
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