Acquisitions and Divestitures |
Acquisitions and Divestitures
Acquisitions
Acquisitions by segment included:
S&P Dow Jones Indices
| | • | In October of 2016, S&P Dow Jones Indices acquired Trucost plc, a leader in carbon and environmental data and risk analysis through its subsidiary S&P Global Indices UK Limited. The purchase will build on S&P Dow Jones Indices current portfolio of Environmental, Social and Governance solutions. The acquisition of Trucost plc is not material to our consolidated financial statements. |
S&P Global Platts
| | • | In September of 2016, S&P Global Platts acquired PIRA Energy Group ("PIRA"), a global provider of energy research and forecasting products and services. The purchase enhances S&P Global Platts' energy analytical capabilities by expanding its oil offering and strengthening its position in the natural gas and power markets. We accounted for the acquisition of PIRA using the purchase method of accounting. The acquisition of PIRA is not material to our consolidated financial statements. |
| | • | In June of 2016, S&P Global Platts acquired RigData, a provider of daily information on rig activity for the natural gas and oil markets across North America. The purchase enhances S&P Global Platts' energy analytical capabilities by strengthening its position in natural gas and enhancing its oil offering. We accounted for the acquisition of RigData using the purchase method of accounting. The acquisition of RigData is not material to our consolidated financial statements. |
| | • | In March of 2016, S&P Global Platts acquired Commodity Flow, a specialist technology and business intelligence service for the global waterborne commodity and energy markets. The purchase helps extend Platts trade flow analytical capabilities and complements its existing shipping services. We accounted for the acquisition of Commodity Flow using the purchase method of accounting. The acquisition of Commodity Flow is not material to our consolidated financial statements. |
| | • | In July of 2015, we acquired the entire issued share capital of Petromedia Ltd and its operating subsidiaries (“Petromedia”), an independent provider of data, intelligence, news and tools to the global fuels market that offers a suite of products providing clients with actionable data and intelligence that enable informed decisions, minimize risk and increase efficiency. We accounted for the acquisition of Petromedia using the purchase method of accounting. The acquisition of Petromedia is not material to our consolidated financial statements. |
S&P Global Ratings
| | • | In June of 2016, S&P Global Ratings acquired a 49% equity investment in Thailand's TRIS Rating Company Limited from its parent company, TRIS Corporation Limited. The transaction extends an existing association between S&P Global Ratings and TRIS Rating and deepens their commitment to capital markets in Thailand. We accounted for the acquisition of TRIS Rating Company using the equity method of accounting. The equity investment in TRIS Rating is not material to our consolidated financial statements. |
S&P Global Market Intelligence
| | • | In September of 2015, we acquired SNL Financial LC ("SNL") for $2.2 billion. SNL is a global provider of news, data, and analytical tools to five sectors in the global economy: financial services, real estate, energy, media & communications, and metals & mining. SNL delivers information through its suite of web, mobile and direct data feed platforms that helps clients, including investment and commercial banks, investors, corporations, and regulators make decisions, improve efficiency, and manage risk. |
Divestitures
In February of 2016, we entered into a definitive agreement to sell SPSE and CMA, two businesses within our S&P Global Market Intelligence segment, to Intercontinental Exchange. As a result, we classified the assets and liabilities of SPSE and CMA as held for sale in our consolidated balance sheet as of September 30, 2016. In October of 2016, we completed the sale of SPSE and CMA to Intercontinental Exchange, an operator of global exchanges, clearing houses and data services. In September of 2016, we completed the sale of J.D. Power, included within our S&P Global Platts segment, for $1.1 billion to XIO Group, a global alternative investments firm headquartered in London. In the fourth quarter of 2015, we began exploring strategic alternatives for J.D. Power and initiated an active program to sell the business. The assets and liabilities of J.D. Power were classified as held for sale in our consolidated balance sheet as of December 31, 2015. During the three and nine months ended September 30, 2016, we recorded a pre-tax gain of $722 million ($521 million after-tax) in gain on dispositions in the consolidated statement of income related to the sale of J.D. Power. Following the sale, the assets and liabilities of J.D. Power are no longer reported in our consolidated balance sheet as of September 30, 2016.
During the nine months ended September 30, 2015, we recorded a pre-tax gain of $11 million in gain on dispositions in the consolidated statement of income related to the sale of our interest in a legacy McGraw Hill Construction investment.
The components of assets and liabilities of businesses held for sale in the consolidated balance sheets consist of the following: | | | | | | | | | (in millions) | September 30, | | December 31, | | 2016 | | 2015 | Accounts receivable, net | $ | 23 |
| | $ | 58 |
| Goodwill | 38 |
| | 75 |
| Other intangible assets, net | 3 |
| | 335 |
| Other assets | 2 |
| | 35 |
| Assets of businesses held for sale | $ | 66 |
| | $ | 503 |
| | | | | Accounts payable and accrued expenses | $ | 4 |
| | $ | 42 |
| Unearned revenue | 18 |
| | 64 |
| Other liabilities | 2 |
| | 100 |
| Liabilities of businesses held for sale | $ | 24 |
| | $ | 206 |
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The operating profit of our businesses that were disposed of or held for sale for the periods ended September 30, 2016 and 2015 is as follows: | | | | | | | | | | | | | | | | | (in millions) | Three Months | | Nine Months | | 2016 | | 2015 | | 2016 | | 2015 | Operating profit 1 | $ | 37 |
| | $ | 33 |
| | $ | 88 |
| | $ | 84 |
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| | 1 | The three and nine months ended September 30, 2016 exclude a pre-tax gain on the sale of J.D. Power of $722 million. |
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