v3.26.1
Acquisitions
 6 Months Ended
Jun. 30, 2026
Business Combination, Asset Acquisition, Transaction between Entities under Common Control, and Joint Venture Formation [Abstract]  
Acquisitions 3.          AcquisitionsPearce
On November 4, 2025, we acquired 100% ownership interest in Pearce Services, LLC (Pearce), a leading provider of
advanced technical services for digital and power infrastructure. Pearce forms part of our Building Operations & Experience
(BOE) segment.
The Pearce acquisition was treated as a business combination under FASB Accounting Standards Codification (ASC)
Topic 805, “Business Combinations,” and was accounted for using the acquisition method of accounting. We financed the
acquisition with (i) cash on hand and (ii) borrowings under our existing commercial paper program, which were partially repaid
with the net proceeds from the issuance of $750 million in aggregate principal amount of 4.900% senior notes in November
2025. See Note 10 – Long-Term Debt and Short-Term Borrowings for more information on the above-mentioned debt
instruments.
The following summarizes the consideration transferred at closing for the Pearce acquisition (dollars in millions):
Cash consideration
$763
Settlement of long-term debt
280
Deferred and contingent consideration
132
Other
11
Total consideration
$1,186
The purchase price includes a deferred consideration payment of $115 million, due on November 3, 2026. The
transaction also includes contingent consideration related to a potential earnout payment of up to $115 million, which is subject
to the achievement of certain performance thresholds through the calendar year 2027. In addition, certain Pearce performance-
based stock compensation awards and certain transaction bonuses payable to certain executives participate in the deferred and
contingent consideration payouts, provided the holders of such awards or bonuses remain employed with the company, up to
the relevant payment date. The amounts of both the performance-based stock compensation awards and transaction bonuses
vary based on a sliding scale according to the same thresholds as the contingent consideration. The fair values of the non-
compensatory portion of the deferred consideration and contingent consideration were $101 million and $31 million,
respectively, as of the acquisition date.
The following represents the summary of the excess purchase price over the fair value of net assets acquired (dollars in
millions):
Purchase price
$1,186
Less: Estimated fair value of net assets acquired
573
Excess purchase price over estimated fair value of net assets acquired
$613
The purchase accounting adjustments related to the Pearce acquisition have been recorded in the accompanying
consolidated financial statements. The excess purchase price over the fair value of net assets acquired has been recorded to
goodwill. The goodwill arising from the Pearce acquisition consists largely of the synergies and opportunities related to the
digital and power infrastructure space. Of the goodwill generated, approximately $106 million is deductible for tax purposes.
The acquired assets and assumed liabilities of Pearce were recorded at their estimated fair values. The purchase price
allocation for the business combination is primarily for intangible assets acquired, and subject to change within the respective
measurement period, which will not extend beyond one year from the acquisition date. Measurement period adjustments will be
recognized in the reporting period in which the adjustment amounts are determined. Any such adjustments may be material.
The following table summarizes the fair values assigned to the identified assets acquired and liabilities assumed at the
acquisition date on November 4, 2025 (dollars in millions):
Assets Acquired:
Current assets
$194
Property, plant & equipment
15
Intangible assets
600
Goodwill
613
Right-of-use and other assets
46
Total assets acquired
1,468
Liabilities Assumed:
Current liabilities
135
Deferred tax and other liabilities
147
Total liabilities assumed
282
Estimated Fair Value of Net Assets Acquired
$1,186
In connection with the Pearce acquisition, below is a summary of the value allocated to the intangible assets acquired
(dollars in millions):
Asset Class
Amortization
Period
Amount Assigned at
Acquisition Date
Customer relationships
8-13 years
$551
Tradenames
11 years
48
Non-Compete agreements
9-13 years
1
Total identified intangible assets
$600
The fair value of customer relationships was determined using the Multi-Period Excess Earnings Method (MPEEM), a
form of the Income Approach. The MPEEM is a specific application of the Discounted Cash Flow Method. The principle
behind the MPEEM is that the value of an intangible asset is equal to the present value of the incremental cash flows
attributable only to the subject intangible asset. This estimation used certain unobservable key inputs such as timing of
projected cash flows, growth rates, expected contract renewal probabilities, discount rates, and the asset’s useful life.
The fair value of the tradenames was determined by using the Relief-from-Royalty Method, a form of the Income
Approach, and relied on key unobservable inputs such as timing of the projected cash flows, growth rates, and royalty rates.
The basic tenet of the Relief-from-Royalty Method is that without ownership of the subject intangible asset, the user of that
intangible asset would have to make a stream of payments to the owner of the asset in return for the rights to use that asset. By
acquiring the intangible asset, the user avoids these payments.
Supplemental pro forma information reflecting the impact of the Pearce acquisition is not provided as the acquisition
did not have a material effect on the company’s results of operations.
Industrious
On January 16, 2025, we acquired the remaining 60% ownership interest that we did not already own in Industrious
National Management Company, LLC (Industrious), a leading provider of flexible workplace solutions, increasing our
ownership to 100%. Industrious forms part of our BOE segment.
The Industrious acquisition was treated as a business combination under FASB ASC Topic 805, “Business
Combinations,” and was accounted for using the acquisition method of accounting. We financed the acquisition with (i)
borrowings under our existing commercial paper program and (ii) cash on hand.
The following summarizes the consideration transferred at closing for the Industrious acquisition (dollars in millions):
Cash consideration
$369
Fair value of existing equity method investment in Industrious
373
Forgiveness of note receivable
50
Other
49
Total consideration
$841
The following represents the summary of the excess purchase price over the fair value of net assets acquired (dollars in
millions):
Purchase price
$841
Less: Estimated fair value of net assets acquired
249
Excess purchase price over estimated fair value of net assets acquired
$592
The purchase accounting adjustments related to the Industrious acquisition have been recorded in the accompanying
consolidated financial statements. The excess purchase price over the fair value of net assets acquired has been recorded to
goodwill. The goodwill arising from the Industrious acquisition consists largely of the synergies and opportunities related to the
flexible workplace solutions space. Of the goodwill generated, approximately $440 million is deductible for tax purposes.
The acquired assets and assumed liabilities of Industrious were recorded at their estimated fair values. The purchase
price allocation for the business combination is primarily for intangible assets acquired. Measurement period adjustments did
not extend beyond one year from the acquisition date, and were recognized in the reporting period in which the adjustment
amounts were determined.
The following table summarizes the fair values assigned to the identified assets acquired and liabilities assumed at the
acquisition date on January 16, 2025 (dollars in millions):
Assets Acquired:
Current assets
$98
Property, plant & equipment
42
Intangible assets
235
Goodwill
592
Right-of-use and other assets
694
Total assets acquired
1,661
Liabilities Assumed:
Current liabilities
128
Operating lease and other liabilities
692
Total liabilities assumed
820
Estimated Fair Value of Net Assets Acquired
$841
In connection with the Industrious acquisition, below is a summary of the value allocated to the intangible assets
acquired (dollars in millions):
Asset Class
Amortization
Period
Amount Assigned at
Acquisition Date
Customer relationships
8 years
$78
Tradenames
11-13 years
137
Management agreements
10 years
20
Total identified intangible assets
$235
The fair value of customer relationships and management agreements was determined using the Multi-Period Excess
Earnings Method (MPEEM), a form of the Income Approach. The MPEEM is a specific application of the Discounted Cash
Flow Method. The principle behind the MPEEM is that the value of an intangible asset is equal to the present value of the
incremental cash flows attributable only to the subject intangible asset. This estimation used certain unobservable key inputs
such as timing of projected cash flows, growth rates, expected contract renewal probabilities, discount rates, and the assessment
of useful life.
The fair value of the tradenames was determined by using the Relief-from-Royalty Method, a form of the Income
Approach, and relied on key unobservable inputs such as timing of the projected cash flows, growth rates, and royalty rates.
The basic tenet of the Relief-from-Royalty Method is that without ownership of the subject intangible asset, the user of that
intangible asset would have to make a stream of payments to the owner of the asset in return for the rights to use that asset. By
acquiring the intangible asset, the user avoids these payments.
Supplemental pro forma information reflecting the impact of the Industrious acquisition is not provided as the
acquisition did not have a material effect on the company’s results of operations.
Turner & Townsend
In early January 2025, we completed the combination of our project management business with our Turner &
Townsend subsidiary, whereby we contributed CBRE’s project management businesses in exchange for an additional 10%
ownership interest in the combined project management business (the Combined Project Management Business). Upon
completion of the transaction, CBRE holds a 70% controlling interest in the Combined Project Management Business. The
transaction was accounted for as a transfer under common control.
As part of the combination agreement, CBRE granted to the Turner & Townsend partners an option to require CBRE
to purchase additional shares in the Combined Project Management Business, which is exercisable during the period between
January 1, 2027 and March 31, 2030 (the Put Option). The price payable to the Turner & Townsend partners will be the fair
value of the shares at the date the Put Option is exercised. As exercise of the Put Option is not solely in the control of the
company, the interest in the Combined Project Management Business related to the Put Option has been classified as
Mezzanine Equity on our balance sheet per ASC 480-10-S99, “Distinguishing liabilities from Equity – SEC Materials.” The
shares in the Combined Project Management Business subject to the Put Option were valued at $454 million and $433 million
as of June 30, 2026 and December 31, 2025, respectively, and were estimated based on discounted forecasted cash flows for the
business. We have elected to recognize changes in the redemption value as they occur by adjusting the amount of the
redeemable shares to their redemption value at the end of each period.