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SEC Filings

10-K
IHS MARKIT LTD. filed this Form 10-K on 01/18/2019
Entire Document
 

 
 
Total
Assets:
 
 
Current assets
 
$
7.3

Property and equipment
 
1.1

Intangible assets
 
113.8

Goodwill
 
363.0

Other long-term assets
 
0.9

Total assets
 
486.1

Liabilities:
 
 
Current liabilities
 
4.4

Deferred revenue
 
1.4

Deferred taxes
 
36.2

Total liabilities
 
42.0

Purchase price
 
$
444.1


Of the goodwill recorded for the 2017 business combinations, approximately $8.4 million is tax deductible.

During the year ended November 30, 2016, we completed the following acquisitions:

CARPROOF. On December 24, 2015, we acquired CARPROOF, a Canada-based company that offers products and services in vehicle history, appraisal, and valuation for the automotive industry, for approximately $459.2 million, net of cash acquired. We acquired CARPROOF in order to expand our vehicle history report services into Canada. This acquisition is included in our Transportation segment.

Oil Price Information Service (“OPIS”). On February 10, 2016, we acquired OPIS, an internationally referenced pricing reporting agency that serves the oil, natural gas, and biofuels industries, for $652.3 million, net of cash acquired. OPIS information primarily serves the downstream energy market, and we completed this acquisition in support of our efforts to further diversify our energy portfolio. This acquisition is included in our Resources segment.

Merger with Markit Ltd.

As described in Note 1 above, we completed the Merger on July 12, 2016 in an all-share transaction. The following table shows the calculation of the purchase consideration (in millions, except for Markit closing price):
Markit shares issued and outstanding at merger date (1)
 
179.79

Markit closing price
 
$
32.70

Total equity consideration
 
$
5,879.1

Additional consideration for stock compensation
 
368.3

Total purchase consideration
 
6,247.4

Less cash acquired
 
(97.1
)
Purchase price, net of cash acquired
 
$
6,150.3

 
 
 
(1) Excludes restricted stock awards that were issued and outstanding as of the merger date, but were not yet vested.

Markit is a leading global provider of financial information services. Its offerings are designed to enhance transparency, reduce risk, and improve operational efficiency in the financial markets. We created a new Financial Services segment for Markit’s business, and we have included revenue and expense attributable to Markit in the Financial Services segment from the date of the Merger. Markit contributed $449.0 million of revenue and a loss of $37.7 million from continuing operations for the post-Merger period ended November 30, 2016.

The following unaudited pro forma information has been prepared as if the Merger had been consummated at December 1, 2014. This information is presented for informational purposes only, and is not necessarily indicative of the operating results

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