BUSINESS ACQUISITION | BUSINESS ACQUISITION [A] Acquisitions - year ended December 31, 2021 Wealth Management: During the year ended December 31, 2021, CI completed the acquisition of controlling interests in the following Canadian and U.S. investment advisory firms, included in the wealth management segment: Canadian: • Stonegate Services Halifax • CIPW Advisory Inc. U.S.: • Segall Bryant & Hamill, LLC • Barrett Asset Management, LLC • Brightworth, LLC • Dowling & Yahnke, LLC • Radnor Financial Advisors • Portola Partners Group • Budros, Ruhlin & Roe, Inc. • Matrix Capital Advisors, LLC • McCutchen Group LLC • Odyssey Wealth Management, LLC • Regent Atlantic Capital, LLC • Gofen and Glossberg, LLC • R.H. Bluestein & Co. • Columbia Pacific Wealth Management The acquisitions are accounted for using the acquisition method of accounting. The estimated fair values of the assets acquired and liabilities assumed and the results of operations have been consolidated from the date of the transaction, and are included in the wealth management segment. Asset Management: Lawrence Park Asset Management On May 1, 2021, CI completed the acquisition of the remaining interest in Lawrence Park Asset Management [“LPAM”], an alternative fixed-income investment firm. LPAM is included in the asset management segment. Effective July 1, 2021, LPAM amalgamated with CI Investments. [B] Net Assets Acquired - year ended December 31, 2021 Details of the net assets acquired during the year ended December 31, 2021, at fair value, are as follows: Wealth Management Asset Management Total $ $ $ Cash and cash equivalents 37,523 145 37,668 Accounts receivable and prepaid expenses 51,868 292 52,160 Capital assets 11,044 68 11,112 Right-of-use assets 57,494 — 57,494 Deferred tax (6,585) (1,344) (7,929) Intangibles 741,668 5,041 746,709 Other assets 874 24 898 Accounts payable and accrued liabilities (104,514) (233) (104,747) Long-term debt (236,964) — (236,964) Lease liabilities (57,494) — (57,494) Fair value of identifiable net assets 494,914 3,993 498,907 Non-controlling interest 10,722 — 10,722 Acquisition date fair value of initial interest — (2,016) (2,016) Goodwill on acquisition 1,198,522 2,463 1,200,985 Total acquired cost 1,704,158 4,440 1,708,598 Cash consideration 968,817 3,440 972,257 Share consideration 62,737 1,000 63,737 Provision for other liabilities 672,604 — 672,604 1,704,158 4,440 1,708,598 The businesses acquired in 2021 contributed revenue of $165,837 and net income of $36,913 to CI for the year ended December 31, 2021. If the acquisitions had occurred on January 1, 2021, the consolidated pro-forma revenue and net income for the year ended December 31, 2021 would have been $2,999,089 and $472,694, respectively. Included in intangibles are fund contracts with a fair value of $718,531 with a finite life of 12 years, indefinite-life fund management contracts of 27,807 and other intangibles of $371. Goodwill represents the excess of the consideration transferred over the fair value of the identifiable net assets acquired. CI expects to generate cost synergies from bringing together the U.S. RIAs under a common platform. Such synergies identified include referring clients amongst U.S. RIAs and cross border between the U.S. and Canada; cost synergies through rationalization of duplicated functions; and scale efficiencies in things such as supply contract negotiation as the U.S. RIAs become part of the much larger collective of CI. Goodwill of $1,144,182 for the U.S. RIAs is deductible for income taxes. The acquisition agreements provided for deferred and contingent consideration payable. Deferred consideration payable of $542,505, including put options payable of $279,896, is due within one to four years from the date of acquisition. The put options represent the fair value of embedded options to exchange minority interests for cash or redeemable instruments in a subsidiary of CI, subject to specific terms. Contingent consideration of $130,099 is pa yable in cash within one two Non-controlling interests are measured at the proportionate interest in the identifiable net assets of the acquired subsidiary, at the acquisition date. The purchase price allocations are considered to be preliminary and are subject to adjustments during the measurement period, which will not exceed twelve months from the acquisition date, as CI completes its estimation of the fair values of assets acquired and liabilities assumed, including the valuation of intangible assets. [C] Acquisitions - subsequent to December 31, 2021 On January 11, 2022, CI reached an agreement to acquire 100% of Northwood Family Office Ltd., a Canadian multi-family office. The details of the acquisition are being finalized and it is expected to close in April 2022. On February 4, 2022, CI acquired a minority stake in Newton Crypto Ltd., a Canadian crypto asset trading platform. On February 11, 2022, CI reached an agreement to acquire 100% of Galapagos Partners, L.P., an investment advisory firm. The details of the acquisition are being finalized and it is expected to close in April 2022. On February 22, 2022, CI reached an agreement to acquire 100% of Corient Capital Partners, LLC, an ultra-high-net-worth focused wealth management firm. The details of the acquisition are being finalized and it is expected to close by June 30, 2022. On March 31, 2022, CI reached an agreement to acquire certain assets of Eaton Vance WaterOak Advisors, an investment advisory firm. The details of the acquisition are being finalized and is expected to close by December 31, 2022. [D] Acquisitions - Year ended December 31, 2020 Asset Management: CI ETF Investment Management Inc. On February 19, 2020, CI acquired 100% of the outstanding shares and debt obligations of CI ETF Investment Management Inc. [“CI ETF”], formerly WisdomTree Asset Management Canada, Inc., an investment fund manager of Canadian exchange-traded funds. The acquisition was accounted for using the acquisition method of accounting. The fair values of the assets acquired and liabilities assumed, and the results of operations have been consolidated from the date of the transaction and are included in the asset management segment. Effective July 1, 2020, CI ETF amalgamated with CI Investments. Wealth Management: Aligned Capital Distributions Inc. On October 19, 2020, CI acquired a controlling interest in Aligned Capital Distributions Inc. [“Aligned”], a Canadian full-service investment advisory firm, for cash consideration and the issuance of 855 thousand shares of CI. The fair values of the assets acquired and liabilities assumed and the results of operations have been consolidated from the date of the transaction and are included in the wealth management segment. U.S. Registered Investment Advisors During the year ended December 31, 2020, CI acquired controlling interests in the following registered investment advisory firms, together [“U.S. RIAs”]. The fair values of the assets acquired and liabilities assumed and the results of operations have been consolidated from the date of the transaction and are included in the wealth management segment. • Surevest LLC • OCM Capital Partners LLC • The Cabana Group, LLC • Balasa Dinverno Foltz LLC • Thousand Oaks Financial Corporation • Bowling Portfolio Management LLC • The Roosevelt Investment Group, Inc. • Stavis & Cohen Financial, LLC • Doyle Wealth Management, Inc. • RGT Wealth Advisors, LLC [E] Net Assets Acquired - Year ended December 31, 2020 Details of the net assets acquired during the year ended December 31, 2020, at fair value, are as follows: Wealth Management Asset Management Total $ $ $ Cash and cash equivalents 19,578 1,736 21,314 Client and trust funds on deposit 450,932 — 450,932 Accounts receivable and prepaid expenses 6,398 331 6,729 Capital assets 1,390 5 1,395 Right-of-use assets 14,724 — 14,724 Deferred tax (4,219) 6,896 2,677 Intangibles 393,744 1,753 395,497 Other assets 344 — 344 Accounts payable and accrued liabilities (18,245) (1,298) (19,543) Clients and trust funds payable (450,932) — (450,932) Income taxes payable (312) — (312) Lease liability (15,545) — (15,545) Fair value of identifiable net assets 397,857 9,423 407,280 Non-controlling interest (35,222) — (35,222) Goodwill on acquisition 528,557 763 529,320 Total acquired cost 891,192 10,186 901,378 Cash consideration 537,430 5,500 542,930 Share consideration 35,434 — 35,434 Provision for other liabilities 318,328 4,686 323,014 891,192 10,186 901,378 The businesses acquired in 2020 contributed revenue of $58,672 and net income of $3,261 to CI for the year ended December 31, 2020. If the acquisitions had occurred on January 1, 2020, the consolidated pro-forma revenue and net income for the year ended December 31, 2020 would have been $2,270,038 and $487,013, respectively. Included in intangibles are fund administration contracts with a fair value of $392,904 with a finite life of 12 years, indefinite life fund management contracts of $1,753 and other intangibles of $840. Goodwill of $528,557 has been attributed to the wealth management segment and $763 to the asset management segment. Goodwill o f $495,546 for the U.S. RIAs is deductible for income taxes. The acquisition agreements provided for deferred compensation, contingent consideration and put options payable in cash, shares of CI and redeemable instruments in a subsidiary of CI, subject to specific terms. Deferred compensation payable in cash of $81,937 and shares of $15,294, is payable within one year from the date of acquisition. Contingent consideration of $126,485 is payable in cash within one the shares owned by each shareholder at a fixed price, or at fair value if exercised after a certain date, or exchanged for equity interests of a subsidiary of CI at a specified exchange rate. Non-controlling interests were measured at the proportionate interest in the identifiable net assets of the acquired subsidiary, at the acquisition date. [F] Other Acquisitions - Years ended December 31, 2021 and 2020 On April 6, 2021, CI entered into a newly formed joint venture, Axia Real Assets LP [“Axia”], an alternative investment manager focused on global real estate and infrastructure. The investment in Axia has been accounted for using the equity method of accounting. During the year ended December 31, 2021, CI acquired minority stakes in GLASFunds, LLC [“GLASFunds”] and Columbia Pacific Advisors, LLC [“CPA”]. CI has an option to obtain majority ownership of GLASFunds over the next four years. The acquisition of CPA and GLASfunds has been accounted for using the equity method of accounting. During the year ended December 31, 2020 , CI completed the acquisition of a minority interest in Congress Wealth Management LLC [“Congress”] and in AWM’s Dorval, Quebec operation [“AWM Dorval”]. The acquisition of Congress and AWM Dorval has been accounted for using the equity method of accounting. |