Guarantor and Nonguarantor Financial Statements | 14. Guarantor and Nonguarantor Financial Statements The following condensed consolidating financial information (dollars in thousands) includes condensed consolidating balance sheets as of September 30, 2018 and December 31, 2017 and condensed consolidating statements of operations and condensed consolidating statements of comprehensive income for the three and nine months ended September 30, 2018 and 2017 and condensed consolidating statements of cash flows for the nine months ended September 30, 2018 and 2017 of: • CBRE Group, Inc., as the parent; CBRE Services, as the subsidiary issuer; the guarantor subsidiaries; the nonguarantor subsidiaries; • Elimination entries necessary to consolidate CBRE Group, Inc., as the parent, with CBRE Services and its guarantor and nonguarantor subsidiaries; and • CBRE Group, Inc., on a consolidated basis. Investments in consolidated subsidiaries are presented using the equity method of accounting. The principal elimination entries eliminate investments in consolidated subsidiaries and intercompany balances and transactions. Condensed Consolidating Balance Sheets As of September 30, 2018 Parent CBRE Services Guarantor Subsidiaries Nonguarantor Subsidiaries Eliminations Consolidated Total ASSETS Current Assets: Cash and cash equivalents $ 7 $ 6,242 $ 86,436 $ 457,783 $ — $ 550,468 Restricted cash — — 2,052 75,418 — 77,470 Receivables, net — 7 1,419,698 1,991,039 — 3,410,744 Warehouse receivables (1) — — 1,005,583 592,438 — 1,598,021 Prepaid expenses — — 111,816 146,525 — 258,341 Contract assets — — 108,823 51,105 — 159,928 Income taxes receivable 5,291 1,856 14,812 39,883 (7,148 ) 54,694 Other current assets — — 65,315 203,333 — 268,648 Total Current Assets 5,298 8,105 2,814,535 3,557,524 (7,148 ) 6,378,314 Property and equipment, net — — 507,082 195,346 — 702,428 Goodwill — — 2,185,643 1,457,500 — 3,643,143 Other intangible assets, net — — 791,678 611,746 — 1,403,424 Investments in unconsolidated subsidiaries — — 155,254 40,068 — 195,322 Investments in consolidated subsidiaries 6,290,974 5,552,972 3,192,986 — (15,036,932 ) — Intercompany loan receivable — 2,618,536 700,000 98,973 (3,417,509 ) — Deferred tax assets, net — — 5,300 79,494 (5,300 ) 79,494 Other assets, net — 19,448 453,493 102,050 — 574,991 Total Assets $ 6,296,272 $ 8,199,061 $ 10,805,971 $ 6,142,701 $ (18,466,889 ) $ 12,977,116 LIABILITIES AND EQUITY Current Liabilities: Accounts payable and accrued expenses $ — $ 5,837 $ 552,126 $ 1,116,220 $ — $ 1,674,183 Compensation and employee benefits payable — 626 641,866 412,086 — 1,054,578 Accrued bonus and profit sharing — — 522,473 320,711 — 843,184 Contract liabilities — — 36,995 49,776 — 86,771 Income taxes payable — — 7,148 15,371 (7,148 ) 15,371 Short-term borrowings: — Warehouse lines of credit (which fund loans that U.S. Government Sponsored Enterprises have committed to purchase) (1) — — 997,580 582,160 — 1,579,740 Revolving credit facility — 141,000 — — — 141,000 Other — — 16 — — 16 Total short-term borrowings — 141,000 997,596 582,160 — 1,720,756 Current maturities of long-term debt — — 196 3,792 — 3,988 Other current liabilities — — 63,640 23,310 — 86,950 Total Current Liabilities — 147,463 2,822,040 2,523,426 (7,148 ) 5,485,781 Long-Term Debt, net: Long-term debt, net — 1,759,254 23 726 — 1,760,003 Intercompany loan payable 1,583,316 — 1,834,193 − (3,417,509 ) — Total Long-Term Debt, net 1,583,316 1,759,254 1,834,216 726 (3,417,509 ) 1,760,003 Deferred tax liabilities, net — — 68,127 124,786 (5,300 ) 187,613 Non-current tax liabilities — — 136,979 2,136 — 139,115 Other liabilities — 1,370 391,637 239,206 — 632,213 Total Liabilities 1,583,316 1,908,087 5,252,999 2,890,280 (3,429,957 ) 8,204,725 Commitments and contingencies — — — — — — Equity: CBRE Group, Inc. Stockholders’ Equity 4,712,956 6,290,974 5,552,972 3,192,986 (15,036,932 ) 4,712,956 Non-controlling interests — — — 59,435 — 59,435 Total Equity 4,712,956 6,290,974 5,552,972 3,252,421 (15,036,932 ) 4,772,391 Total Liabilities and Equity $ 6,296,272 $ 8,199,061 $ 10,805,971 $ 6,142,701 $ (18,466,889 ) $ 12,977,116 (1) Although CBRE Capital Markets is included among our domestic subsidiaries that jointly and severally guarantee our 4.875% senior notes, 5.25% senior notes and our 2017 Credit Agreement, a substantial majority of warehouse receivables funded under JP Morgan, TD Bank, BofA, Capital One and Fannie Mae ASAP lines of credit are pledged to JP Morgan, TD Bank, BofA, Capital One and Fannie Mae. Condensed Consolidating Balance Sheets As of December 31, 2017 (As Adjusted) (1) Parent CBRE Services Guarantor Subsidiaries Nonguarantor Subsidiaries Eliminations Consolidated Total ASSETS Current Assets: Cash and cash equivalents $ 7 $ 15,604 $ 112,048 $ 624,115 $ — $ 751,774 Restricted cash — — 2,095 70,950 — 73,045 Receivables, net — — 990,923 2,121,366 — 3,112,289 Warehouse receivables (2) — — 479,628 448,410 — 928,038 Prepaid expenses — — 81,106 134,230 — 215,336 Contract assets — — 263,756 9,297 — 273,053 Income taxes receivable 2,162 — — 49,628 (2,162 ) 49,628 Other current assets — — 50,556 176,865 — 227,421 Total Current Assets 2,169 15,604 1,980,112 3,634,861 (2,162 ) 5,630,584 Property and equipment, net — — 431,755 185,984 — 617,739 Goodwill — — 1,774,529 1,480,211 — 3,254,740 Other intangible assets, net — — 751,930 647,182 — 1,399,112 Investments in unconsolidated subsidiaries — — 197,395 40,606 — 238,001 Investments in consolidated subsidiaries 5,551,781 4,930,109 3,066,303 — (13,548,193 ) — Intercompany loan receivable — 2,621,330 700,000 — (3,321,330 ) — Deferred tax assets, net — — 5,300 98,746 (5,300 ) 98,746 Other assets, net — 22,810 348,191 108,473 — 479,474 Total Assets $ 5,553,950 $ 7,589,853 $ 9,255,515 $ 6,196,063 $ (16,876,985 ) $ 11,718,396 LIABILITIES AND EQUITY Current Liabilities: Accounts payable and accrued expenses $ — $ 29,708 $ 404,367 $ 1,139,597 $ — $ 1,573,672 Compensation and employee benefits payable — 626 479,306 424,502 — 904,434 Accrued bonus and profit sharing — — 590,534 487,811 — 1,078,345 Contract liabilities — — 42,994 57,621 — 100,615 Income taxes payable — 3,314 13,704 55,778 (2,162 ) 70,634 Short-term borrowings: — Warehouse lines of credit (which fund loans that U.S. Government Sponsored Enterprises have committed to purchase) (2) — — 474,195 436,571 — 910,766 Other — — 16 — — 16 Total short-term borrowings — — 474,211 436,571 — 910,782 Current maturities of long-term debt — — — 8 — 8 Other current liabilities — 55 56,260 18,139 — 74,454 Total Current Liabilities — 33,703 2,061,376 2,620,027 (2,162 ) 4,712,944 Long-Term Debt, net: Long-term debt, net — 1,999,603 — — — 1,999,603 Intercompany loan payable 1,439,454 — 1,798,550 83,326 (3,321,330 ) — Total Long-Term Debt, net 1,439,454 1,999,603 1,798,550 83,326 (3,321,330 ) 1,999,603 Deferred tax liabilities, net — — 29,785 122,733 (5,300 ) 147,218 Non-current tax liabilities — — 135,396 5,396 — 140,792 Other liabilities — 4,766 300,299 238,160 — 543,225 Total Liabilities 1,439,454 2,038,072 4,325,406 3,069,642 (3,328,792 ) 7,543,782 Commitments and contingencies — — — — — — Equity: CBRE Group, Inc. Stockholders’ Equity 4,114,496 5,551,781 4,930,109 3,066,303 (13,548,193 ) 4,114,496 Non-controlling interests — — — 60,118 — 60,118 Total Equity 4,114,496 5,551,781 4,930,109 3,126,421 (13,548,193 ) 4,174,614 Total Liabilities and Equity $ 5,553,950 $ 7,589,853 $ 9,255,515 $ 6,196,063 $ (16,876,985 ) $ 11,718,396 (1) We adopted new revenue recognition guidance in the first quarter of 2018. Certain restatements have been made to the 2017 financial statements to conform with the 2018 presentation. See Notes 2 and 3 for more information. (2) Although CBRE Capital Markets is included among our domestic subsidiaries that jointly and severally guarantee our 5.00% senior notes, 4.875% senior notes, 5.25% senior notes and our 2017 Credit Agreement, a substantial majority of warehouse receivables funded under TD Bank, Fannie Mae ASAP, JP Morgan, Capital One and BofA lines of credit are pledged to TD Bank, Fannie Mae, JP Morgan, Capital One and BofA, and accordingly, are not included as collateral for these notes or our other outstanding debt. Condensed Consolidating Statements of Operations Three Months Ended September 30, 2018 Parent CBRE Services Guarantor Subsidiaries Nonguarantor Subsidiaries Eliminations Consolidated Total Revenue $ — $ — $ 2,995,019 $ 2,265,935 $ — $ 5,260,954 Costs and expenses: Cost of services — — 2,400,812 1,698,092 — 4,098,904 Operating, administrative and other 8,507 215 479,982 370,381 — 859,085 Depreciation and amortization — — 69,652 43,832 — 113,484 Total costs and expenses 8,507 215 2,950,446 2,112,305 — 5,071,473 Gain on disposition of real estate — — 187 49 — 236 Operating (loss) income (8,507 ) (215 ) 44,760 153,679 — 189,717 Equity income from unconsolidated subsidiaries — — 126,423 417 — 126,840 Other income (loss) — — 95,631 (116 ) — 95,515 Interest income — 33,563 1,086 145 (33,563 ) 1,231 Interest expense — 25,769 28,651 5,794 (33,563 ) 26,651 Royalty and management service expense (income) — — 3,082 (3,082 ) — — Income from consolidated subsidiaries 296,858 291,167 110,417 — (698,442 ) — Income before (benefit of) provision for income taxes 288,351 298,746 346,584 151,413 (698,442 ) 386,652 (Benefit of) provision for income taxes (2,118 ) 1,888 55,417 39,776 — 94,963 Net income 290,469 296,858 291,167 111,637 (698,442 ) 291,689 Less: Net income attributable to non-controlling interests — — — 1,220 — 1,220 Net income attributable to CBRE Group, Inc. $ 290,469 $ 296,858 $ 291,167 $ 110,417 $ (698,442 ) $ 290,469 Three Months Ended September 30, 2017 (As Adjusted) (1) Parent CBRE Services Guarantor Subsidiaries Nonguarantor Subsidiaries Eliminations Consolidated Total Revenue $ — $ — $ 2,641,711 $ 1,996,885 $ — $ 4,638,596 Costs and expenses: Cost of services — — 2,122,082 1,476,197 — 3,598,279 Operating, administrative and other 770 756 374,994 328,430 — 704,950 Depreciation and amortization — — 60,610 41,981 — 102,591 Total costs and expenses 770 756 2,557,686 1,846,608 — 4,405,820 Gain on disposition of real estate — — 5,315 865 — 6,180 Operating (loss) income (770 ) (756 ) 89,340 151,142 — 238,956 Equity income from unconsolidated subsidiaries — — 65,439 2,395 — 67,834 Other income — — 455 1,313 — 1,768 Interest income — 30,651 1,352 1,777 (30,651 ) 3,129 Interest expense — 33,577 22,660 8,897 (30,651 ) 34,483 Royalty and management service (income) expense — — (4,389 ) 4,389 — — Income from consolidated subsidiaries 199,563 201,834 100,381 — (501,778 ) — Income before (benefit of) provision for income taxes 198,793 198,152 238,696 143,341 (501,778 ) 277,204 (Benefit of) provision for income taxes (295 ) (1,411 ) 36,862 41,916 — 77,072 Net income 199,088 199,563 201,834 101,425 (501,778 ) 200,132 Less: Net income attributable to non-controlling interests — — — 1,044 — 1,044 Net income attributable to CBRE Group, Inc. $ 199,088 $ 199,563 $ 201,834 $ 100,381 $ (501,778 ) $ 199,088 (1) We adopted new revenue recognition guidance in the first quarter of 2018. Certain restatements have been made to the 2017 financial statements to conform with the 2018 presentation. See Notes 2 and 3 for more information. Condensed Consolidating Statements of Operations Nine Months Ended September 30, 2018 Parent CBRE Services Guarantor Subsidiaries Nonguarantor Subsidiaries Eliminations Consolidated Total Revenue $ — $ — $ 8,461,567 $ 6,584,773 $ — $ 15,046,340 Costs and expenses: Cost of services — — 6,723,631 4,953,982 — 11,677,613 Operating, administrative and other 21,250 946 1,282,449 1,112,957 — 2,417,602 Depreciation and amortization — — 202,295 132,753 — 335,048 Total costs and expenses 21,250 946 8,208,375 6,199,692 — 14,430,263 Gain on disposition of real estate — — 6,637 5,928 — 12,565 Operating (loss) income (21,250 ) (946 ) 259,829 391,009 — 628,642 Equity income from unconsolidated subsidiaries — — 260,470 2,570 — 263,040 Other income (loss) — — 98,530 (3,286 ) — 95,244 Interest income — 101,195 4,874 1,467 (101,195 ) 6,341 Interest expense — 79,722 87,942 15,925 (101,195 ) 82,394 Write-off of financing costs on extinguished debt — 27,982 — — — 27,982 Royalty and management service expense (income) — — 1,410 (1,410 ) — — Income from consolidated subsidiaries 685,383 690,982 273,061 — (1,649,426 ) — Income before (benefit of) provision for income taxes 664,133 683,527 807,412 377,245 (1,649,426 ) 882,891 (Benefit of) provision for income taxes (5,291 ) (1,856 ) 116,430 102,163 — 211,446 Net income 669,424 685,383 690,982 275,082 (1,649,426 ) 671,445 Less: Net income attributable to non-controlling interests — — — 2,021 — 2,021 Net income attributable to CBRE Group, Inc. $ 669,424 $ 685,383 $ 690,982 $ 273,061 $ (1,649,426 ) $ 669,424 Nine Months Ended September 30, 2017 (As Adjusted) (1) Parent CBRE Services Guarantor Subsidiaries Nonguarantor Subsidiaries Eliminations Consolidated Total Revenue $ — $ — $ 7,650,497 $ 5,478,636 $ — $ 13,129,133 Costs and expenses: Cost of services — — 6,097,599 4,056,697 — 10,154,296 Operating, administrative and other 1,532 1,643 1,078,754 942,262 — 2,024,191 Depreciation and amortization — — 176,035 120,979 — 297,014 Total costs and expenses 1,532 1,643 7,352,388 5,119,938 — 12,475,501 Gain on disposition of real estate — — 5,543 13,320 — 18,863 Operating (loss) income (1,532 ) (1,643 ) 303,652 372,018 — 672,495 Equity income from unconsolidated subsidiaries — — 154,769 3,467 — 158,236 Other income — 1 1,481 7,587 — 9,069 Interest income — 91,250 3,891 3,076 (91,250 ) 6,967 Interest expense — 101,087 67,276 26,810 (91,250 ) 103,923 Royalty and management service (income) expense — — (11,088 ) 11,088 — — Income from consolidated subsidiaries 538,830 545,910 234,098 — (1,318,838 ) — Income before (benefit of) provision for income taxes 537,298 534,431 641,703 348,250 (1,318,838 ) 742,844 (Benefit of) provision for income taxes (587 ) (4,399 ) 95,793 109,971 — 200,778 Net income 537,885 538,830 545,910 238,279 (1,318,838 ) 542,066 Less: Net income attributable to non-controlling interests — — — 4,181 — 4,181 Net income attributable to CBRE Group, Inc. $ 537,885 $ 538,830 $ 545,910 $ 234,098 $ (1,318,838 ) $ 537,885 (1) We adopted new revenue recognition guidance in the first quarter of 2018. Certain restatements have been made to the 2017 financial statements to conform with the 2018 presentation. See Notes 2 and 3 for more information. Condensed Consolidating Statements of Comprehensive Income Three Months Ended September 30, 2018 Parent CBRE Services Guarantor Subsidiaries Nonguarantor Subsidiaries Eliminations Consolidated Total Net income $ 290,469 $ 296,858 $ 291,167 $ 111,637 $ (698,442 ) $ 291,689 Other comprehensive income (loss): Foreign currency translation loss — — — (30,985 ) — (30,985 ) Amounts reclassified from accumulated other comprehensive loss to interest expense, net — 570 — — — 570 Unrealized gains on interest rate swaps, net — 65 — — — 65 Unrealized holding gains on available for sale debt securities, net — — 22 — — 22 Other, net — — (15 ) — — (15 ) Total other comprehensive income (loss) — 635 7 (30,985 ) — (30,343 ) Comprehensive income 290,469 297,493 291,174 80,652 (698,442 ) 261,346 Less: Comprehensive income attributable to non-controlling interests — — — 1,357 — 1,357 Comprehensive income attributable to CBRE Group, Inc. $ 290,469 $ 297,493 $ 291,174 $ 79,295 $ (698,442 ) $ 259,989 Three Months Ended September 30, 2017 (As Adjusted) (1) Parent CBRE Services Guarantor Subsidiaries Nonguarantor Subsidiaries Eliminations Consolidated Total Net income $ 199,088 $ 199,563 $ 201,834 $ 101,425 $ (501,778 ) $ 200,132 Other comprehensive income: Foreign currency translation gain — — — 65,035 — 65,035 Amounts reclassified from accumulated other comprehensive loss to interest expense, net — 1,260 — — — 1,260 Unrealized gains on interest rate swaps, net — 25 — — — 25 Unrealized holding gains on available for sale debt securities, net — — 331 8 — 339 Other, net — — (4 ) — — (4 ) Total other comprehensive income — 1,285 327 65,043 — 66,655 Comprehensive income 199,088 200,848 202,161 166,468 (501,778 ) 266,787 Less: Comprehensive income attributable to non-controlling interests — — — 1,227 — 1,227 Comprehensive income attributable to CBRE Group, Inc. $ 199,088 $ 200,848 $ 202,161 $ 165,241 $ (501,778 ) $ 265,560 (1) We adopted new revenue recognition guidance in the first quarter of 2018. Certain restatements have been made to the 2017 financial statements to conform with the 2018 presentation. See Notes 2 and 3 for more information. Condensed Consolidating Statements of Comprehensive Income Nine Months Ended September 30, 2018 Parent CBRE Services Guarantor Subsidiaries Nonguarantor Subsidiaries Eliminations Consolidated Total Net income $ 669,424 $ 685,383 $ 690,982 $ 275,082 $ (1,649,426 ) $ 671,445 Other comprehensive income (loss): Foreign currency translation loss — — — (130,879 ) — (130,879 ) Adoption of Accounting Standards Update 2016-01, net — — (3,964 ) — — (3,964 ) Amounts reclassified from accumulated other comprehensive loss to interest expense, net — 1,953 — — — 1,953 Unrealized gains on interest rate swaps, net — 882 — — — 882 Unrealized holding losses on available for sale debt securities, net — — (605 ) — — (605 ) Other, net — — 5 5,508 — 5,513 Total other comprehensive income (loss) — 2,835 (4,564 ) (125,371 ) — (127,100 ) Comprehensive income 669,424 688,218 686,418 149,711 (1,649,426 ) 544,345 Less: Comprehensive income attributable to non-controlling interests — — — 1,479 — 1,479 Comprehensive income attributable to CBRE Group, Inc. $ 669,424 $ 688,218 $ 686,418 $ 148,232 $ (1,649,426 ) $ 542,866 Nine Months Ended September 30, 2017 (As Adjusted) (1) Parent CBRE Services Guarantor Subsidiaries Nonguarantor Subsidiaries Eliminations Consolidated Total Net income $ 537,885 $ 538,830 $ 545,910 $ 238,279 $ (1,318,838 ) $ 542,066 Other comprehensive (loss) income: Foreign currency translation gain — — — 204,872 — 204,872 Amounts reclassified from accumulated other comprehensive loss to interest expense, net — 4,148 — — — 4,148 Unrealized gains on interest rate swaps, net — 102 — — — 102 Unrealized holding gains on available for sale debt securities, net — — 2,056 183 — 2,239 Other, net (2 ) — (18 ) — — (20 ) Total other comprehensive (loss) income (2 ) 4,250 2,038 205,055 — 211,341 Comprehensive income 537,883 543,080 547,948 443,334 (1,318,838 ) 753,407 Less: Comprehensive income attributable to non-controlling interests — — — 4,544 — 4,544 Comprehensive income attributable to CBRE Group, Inc. $ 537,883 $ 543,080 $ 547,948 $ 438,790 $ (1,318,838 ) $ 748,863 (1) We adopted new revenue recognition guidance in the first quarter of 2018. Certain restatements have been made to the 2017 financial statements to conform with the 2018 presentation. See Notes 2 and 3 for more information. Condensed Consolidating Statements of Cash Flows Nine Months Ended September 30, 2018 Parent CBRE Services Guarantor Subsidiaries Nonguarantor Subsidiaries Consolidated Total CASH FLOWS PROVIDED BY (USED IN) OPERATING ACTIVITIES: $ 77,947 $ (1,315 ) $ 300,163 $ 125,516 $ 502,311 CASH FLOWS FROM INVESTING ACTIVITIES: Capital expenditures — — (96,412 ) (55,481 ) (151,893 ) Acquisition of businesses, including net assets acquired, intangibles and goodwill, net of cash acquired — — (297,370 ) (16,190 ) (313,560 ) Contributions to unconsolidated subsidiaries — — (26,866 ) (4,160 ) (31,026 ) Distributions from unconsolidated subsidiaries — — 49,767 3,953 53,720 Net proceeds from disposition of real estate held for investment — — − 14,174 14,174 Purchase of equity securities — — (15,931 ) — (15,931 ) Proceeds from sale of equity securities — — 11,402 — 11,402 Purchase of available for sale debt securities — — (20,860 ) — (20,860 ) Proceeds from the sale of available for sale debt securities — — 5,432 — 5,432 Other investing activities, net — — (5,631 ) 74 (5,557 ) Net cash used in investing activities — — (396,469 ) (57,630 ) (454,099 ) CASH FLOWS FROM FINANCING ACTIVITIES: Proceeds from senior term loans — 550,000 — — 550,000 Proceeds from revolving credit facility — 2,913,000 — — 2,913,000 Repayment of revolving credit facility — (2,772,000 ) — — (2,772,000 ) Repayment of 5.00% senior notes (including premium) — (820,000 ) — — (820,000 ) Proceeds from notes payable on real estate held for investment — — — 83 83 Repayment of notes payable on real estate held for investment — — — (13,028 ) (13,028 ) Proceeds from notes payable on real estate held for sale and under development — — — 3,156 3,156 Repayment of notes payable on real estate held for sale and under development — — — (2,991 ) (2,991 ) Acquisition of businesses (cash (paid) received for acquisitions more than three months after purchase date) — — (16,774 ) 1,804 (14,970 ) Repayment of debt assumed in acquisition of FacilitySource — — (26,295 ) — (26,295 ) Units repurchased for payment of taxes on equity awards (27,696 ) — — — (27,696 ) Non-controlling interest contributions — — — 9,558 9,558 Non-controlling interest distributions — — — (11,382 ) (11,382 ) (Increase) decrease in intercompany receivables, net (50,622 ) 121,152 113,720 (184,250 ) — Other financing activities, net 371 (199 ) — (1,087 ) (915 ) Net cash (used in) provided by financing activities (77,947 ) (8,047 ) 70,651 (198,137 ) (213,480 ) Effect of currency exchange rate changes on cash and cash equivalents and restricted cash — — — (31,613 ) (31,613 ) NET DECREASE IN CASH AND CASH EQUIVALENTS AND RESTRICTED CASH — (9,362 ) (25,655 ) (161,864 ) (196,881 ) CASH AND CASH EQUIVALENTS AND RESTRICTED CASH, AT BEGINNING OF PERIOD 7 15,604 114,143 695,065 824,819 CASH AND CASH EQUIVALENTS AND RESTRICTED CASH, AT END OF PERIOD $ 7 $ 6,242 $ 88,488 $ 533,201 $ 627,938 SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION: Cash paid during the period for: Interest $ — $ 94,751 $ — $ 1,071 $ 95,822 Income taxes, net $ — $ — $ 118,070 $ 117,235 $ 235,305 Condensed Consolidating Statements of Cash Flows Nine Months Ended September 30, 2017 (As Adjusted) (1) Parent CBRE Services Guarantor Subsidiaries Nonguarantor Subsidiaries Consolidated Total CASH FLOWS PROVIDED BY (USED IN) OPERATING ACTIVITIES: $ 69,358 $ (7,513 ) $ 268,352 $ 55,396 $ 385,593 CASH FLOWS FROM INVESTING ACTIVITIES: Capital expenditures — — (68,566 ) (33,040 ) (101,606 ) Acquisition of businesses, including net assets acquired, intangibles and goodwill, net of cash acquired — — (20,579 ) (15,484 ) (36,063 ) Contributions to unconsolidated subsidiaries — — (33,582 ) (3,077 ) (36,659 ) Distributions from unconsolidated subsidiaries — — 34,544 4,637 39,181 Purchase of equity securities — — (12,167 ) — (12,167 ) Proceeds from sale of equity securities — — 11,959 — 11,959 Purchase of available for sale debt securities — — (17,241 ) — (17,241 ) Proceeds from the sale of available for sale debt securities — — 13,659 — 13,659 Other investing activities, net — — 892 264 1,156 Net cash used in investing activities — — (91,081 ) (46,700 ) (137,781 ) CASH FLOWS FROM FINANCING ACTIVITIES: Proceeds from revolving credit facility — 911,000 — — 911,000 Repayment of revolving credit facility — (911,000 ) — — (911,000 ) Proceeds from notes payable on real estate held for investment — — — 79 79 Repayment of notes payable on real estate held for investment — — — (1,324 ) (1,324 ) Proceeds from notes payable on real estate held for sale and under development — — — 3,341 3,341 Repayment of notes payable on real estate held for sale and under development — — — (10,777 ) (10,777 ) Acquisition of businesses (cash paid for acquisitions more than three months after purchase date) — — (19,358 ) (3,973 ) (23,331 ) Units repurchased for payment of taxes on equity awards (29,549 ) — — — (29,549 ) Non-controlling interest contributions — — — 3,410 3,410 Non-controlling interest distributions — — — (6,643 ) (6,643 ) (Increase) decrease in intercompany receivables, net (40,288 ) (1,655 ) 22,315 19,628 — Other financing activities, net 479 — (3,145 ) (28 ) (2,694 ) Net cash (used in) provided by financing activities (69,358 ) (1,655 ) (188 ) 3,713 (67,488 ) Effect of currency exchange rate changes on cash and cash equivalents and restricted cash — — — 28,663 28,663 NET (DECREASE) INCREASE IN CASH AND CASH EQUIVALENTS AND RESTRICTED CASH — (9,168 ) 177,083 41,072 208,987 CASH AND CASH EQUIVALENTS AND RESTRICTED CASH, AT BEGINNING OF PERIOD 7 16,889 271,088 543,428 831,412 CASH AND CASH EQUIVALENTS AND RESTRICTED CASH, AT END OF PERIOD $ 7 $ 7,721 $ 448,171 $ 584,500 $ 1,040,399 SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION: Cash paid during the period for: Interest $ — $ 111,795 $ — $ 31 $ 111,826 Income taxes, net $ — $ — $ 80,156 $ 124,072 $ 204,228 (1) We adopted new revenue recognition guidance in the first quarter of 2018. Certain restatements have been made to the 2017 financial statements to conform with the 2018 presentation. See Notes 2 and 3 for more information. |