BUSINESS COMBINATIONS

BISAM

March 17, 2017,

FactSet acquired BI-SAM

Technologies (“BISAM”) for a total purchase price of

$217.6

million. BISAM is a global provider of portfolio performance and attribution, multi-asset risk, GIPS composites management and reporting. BISAM’s product offerings include B-One, BISAM’s cross-asset solution, which will serve as a complement to both FactSet’s portfolio analytics suite and client reporting solutions, and Cognity, which enhances FactSet’s risk analysis for derivatives and quantitative portfolio construction. These factors contributed to a purchase price in excess of fair value of BISAM’s net tangible and intangible assets, leading to the recognition of goodwill. At the time of acquisition, BISAM employed over

160

employees based primarily in its New York, Boston, Paris, London and Sofia offices. Total transaction costs related to the acquisition were

$3.2

million in fiscal

2017

and were recorded within Selling, General and Administrative (“SG&A”) expenses in the Consolidated Statements of Income.

Allocation of the purchase price to

the assets acquired and liabilities assumed was finalized during the

fourth

quarter of fiscal

2017.

There were

significant adjustments between the preliminary and final allocation. The total purchase price was allocated to BISAM’s net tangible and intangible assets based upon their estimated fair value as of the date of acquisition.

(i n thousands)
Tangible assets acquired	$	27,583
Amortizable intangible assets
Software technology		18,261
Client relationships		37,597
Trade name		741
Goodwill		173,898
Total assets acquired	$	258,080
Liabilities assumed		(40,443	)
Net assets acquired	$	217,637

Intangible assets of

$56.6

million have been allocated to amortizable intangible assets consisting of client relationships, amortized over

years usin

g an accelerated amortization method; software technology, amortized over

five

years using a straight-line amortization method; and a trade name, amortized over

four

years using a straight-line amortization method.

Goodwill totaling

$17

million represents the excess of the purchase price over the fair value of the net tangible and intangible assets acquired. Goodwill generated from the BISAM acquisition is included in the US and European segments and is

not

deductible for income tax purposes. The results of operations of BISAM have been included in the Company’s Consolidated Statements of Income since the completion of the acquisition on

March 17, 2017.

Pro forma information has

not

been presented because the effect of the BISAM acquisition is

not

material to the Company’s consolidated financial results.

Vermilion

November 8, 2016,

FactSet acquired Vermilion Holdings Limited (“

Vermilion”) for a total purchase price of

$67

million. Vermilion is a global provider of client reporting and communications software and services to the financial services industry. Client reporting is a growing area of the market as regulatory requirements rise and with the acquisition of Vermilion and its Vermilion Reporting Suite (“VRS”), FactSet now offers a workflow around all elements of the client reporting process, which it expects will expand as investors grow increasingly sophisticated. This factor contributed to a purchase price in excess of fair value of Vermilion’s net tangible and intangible assets, leading to the recognition of goodwill. At the time of acquisition, Vermilion employed

individuals in its London, Boston and Singapore offices. Total transaction costs related to the acquisition were

$0.7

million in fiscal

2017

and recorded within SG&A expenses in the Consolidated Statements of Income.

Allocation of the purchase price to the assets acquired and liabilities assumed was finalized during t

third

quarter of fiscal

2017.

There were

significant adjustments between the preliminary and final allocation. The total purchase price was allocated to Vermilion’s net tangible and intangible assets based upon their estimated fair value as of the date of acquisition. Based upon the purchase price and the valuation, the allocation is as follows:

(i n thousands)
Tangible assets acquired	$	7,916
Amortizable intangible assets
Software technology		10,916
Client relationships		5,954
Non-compete agreements		806
Trade name		571
Goodwill		51,157
Total assets acquired	$	77,320
Liabilities assumed		(9,434	)
Net assets acquired	$	67,886

Intangible assets of

$18.2

million have been allocated to amortizable intangible assets consisting of client relationships, amortized over

years using an accelerated

amortization method; software technology, amortized over

six

years using a straight-line amortization method; non-compete agreements, amortized over

three

years using a straight-line amortization method; and a trade name, amortized over

four

years using a straight-line amortization method.

Goodwill

totaling

$51.2

million represents the excess of the purchase price over the fair value of the net tangible and intangible assets acquired. Goodwill generated from the Vermilion acquisition is included in the European segment and is

not

deductible for income tax purposes. The results of operations of Vermilion have been included in the Company’s Consolidated Statements of Income since the completion of the acquisition on

November 8, 2016.

Pro forma information has

not

been presented because the effect of the Vermilion acquisition is

not

material to the Company’s consolidated financial results.

Portware LLC

October 16, 2015,

FactSet acquired Portware LLC (“

Portware”) for a total purchase price of

$263.6

million. At the time of acquisition, Portware employed

166

individuals in its New York, London, Hong Kong, and Hyderabad, India offices. Portware is a global provider of multi-asset trade automation solutions for mega and large asset managers. With the acquisition of Portware, FactSet now offers a platform that it expects will increase value to global asset managers by expanding its capabilities to include multi-asset trade automation. This factor contributed to a purchase price in excess of fair value of Portware’s net tangible and intangible assets, leading to the recognition of goodwill. Total transaction costs related to the acquisition were

$0.7

million for the year ended

August 31, 2016.

These transaction expenses were recorded within SG&A expenses in the Consolidated Statements of Income.

The total purchase price was allocated to Portware

’s net tangible and intangible assets based upon their estimated fair value as of the date of acquisition. Based upon the purchase price and the valuation, the allocation is as follows:

(i n thousands)
Tangible assets acquired	$	9,656
Amortizable intangible assets
Software technology		43,000
Client relationships		27,000
Non-compete agreements		3,500
Trade name		2,000
Goodwill		187,378
Total assets acquired	$	272,534
Liabilities assumed		(8,951	)
Net assets acquired	$	263,583

Intangible ass

ets of

$75.5

million have been allocated to amortizable intangible assets consisting of client relationships, amortized over

years using an accelerated amortization method; software technology, amortized over

eight

years using a straight-line amortization method; non-compete agreements, amortized over

seven

years using a straight-line amortization method; and a trade name, amortized over

five

years using a straight-line amortization method.

Goodwill totaling $

187.4

million represents the excess of the purchase price over the fair value of the net tangible and intangible assets acquired and is included in the U.S. segment. Approximately

77%

of the total goodwill generated from the Portware acquisition is deductible for income tax purposes. The results of operations of Portware have been included in the Company’s Consolidated Statements of Income since the completion of the acquisition on

October 16, 2015.

Pro forma information has

not

been presented because the effect of the Portware acquisition is

not

material to the Company’s consolidated financial results.