Goodwill and Other Intangibles

9 Months Ended

Sep. 30, 2022

Goodwill and Intangible Assets Disclosure [Abstract]

The Company is required to assess goodwill and any indefinite-lived intangible assets for impairment annually, or more frequently if circumstances indicate impairment may have occurred. The Company performs the annual impairment assessment for each of its reporting units during the third quarter of each year. In accordance with applicable accounting guidance, a company can assess qualitative factors to determine whether it is necessary to perform a quantitative goodwill impairment test. Alternatively, the Company may elect to proceed directly to the quantitative goodwill impairment test. In the third quarter of 2022, the Company completed a qualitative impairment assessment and concluded that goodwill was not impaired. As part of its assessment, the Company considered numerous factors, including:

•that the fair value of each reporting unit exceeds its carrying value by a substantial margin based on its most recent quantitative assessment in 2019;

•whether significant acquisitions or dispositions occurred which might alter the fair value of its reporting units;

•macroeconomic conditions and their potential impact on reporting unit fair values;

•actual performance compared with budget and prior projections used in its estimation of reporting unit fair values;

•industry and market conditions; and

•the year-over-year change in the Company’s share price.

Other intangible assets that are not deemed to have an indefinite life are amortized over their estimated lives and assessed for impairment upon the occurrence of certain triggering events in accordance with applicable accounting literature. Based on its assessment, the Company concluded that other intangible assets were not impaired. The Company does not have any indefinite lived intangible assets.

Changes in the carrying amount of goodwill are as follows:



(In millions)	2022		2021
Balance as of January 1,	$	16,317	$	15,517
Goodwill acquired	139		374
Other adjustments(a)	(880)		(243)
Balance at September 30,	$	15,576	$	15,648

(a) Primarily reflects the impact of foreign exchange.

The goodwill arising from acquisitions in 2022 and 2021 consists largely of the synergies and economies of scale expected from combining the operations of the Company and the acquired entities and the trained and assembled workforce acquired.

The goodwill acquired in 2022 included approximately $92 million and $25 million in the Risk and Insurance Services and Consulting segments, respectively, which is deductible for tax purposes.

Goodwill allocable to the Company’s reportable segments at September 30, 2022 is as follows: Risk and Insurance Services, $12.0 billion and Consulting, $3.6 billion.

The gross cost and accumulated amortization of identified intangible assets at September 30, 2022 and December 31, 2021 are as follows:


	September 30, 2022						December 31, 2021
(In millions)	Gross Cost		Accumulated Amortization		Net Carrying Amount		Gross Cost		Accumulated Amortization		Net Carrying Amount
Client relationships	$	3,759	$	1,407	$	2,352	$	4,066	$	1,334	$	2,732
Other (a)	340		289		51		365		287		78
Amortized intangibles	$	4,099	$	1,696	$	2,403	$	4,431	$	1,621	$	2,810

(a) Primarily reflects non-compete agreements, trade names and developed technology.

Aggregate amortization expense was $84 million and $258 million for the three and nine months ended September 30, 2022, compared to $89 million and $278 million for the corresponding periods in the prior year. The estimated future aggregate amortization expense is as follows:


For the Years Ending December 31,
(In millions)	Estimated Expense
2022 (excludes amortization through September 30, 2022)	$	86
2023	301
2024	283
2025	252
2026	234
Subsequent years	1,247
Total future amortization	$	2,403