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Acquisitions (Tables)
9 Months Ended
Sep. 30, 2021
Business Combination and Asset Acquisition [Abstract]  
Schedule of assets acquired and liabilities assumed
The following table summarizes the fair values of the assets acquired and liabilities assumed. The purchase price allocations for these assets and liabilities are based on preliminary valuations and are subject to change as we obtain additional information during the acquisition measurement period. In particular, rental equipment and goodwill could change materially once the valuations are finalized.
 Cash and cash equivalents$13 
 Accounts receivable (1)44 
 Inventory36 
 Rental equipment793 
 Property and equipment36 
 Intangibles (2)94 
 Operating lease right-of-use assets57 
 Other assets26 
 Total identifiable assets acquired1,099 
 Current liabilities(91)
 Deferred taxes(160)
 Operating lease liabilities(44)
 Total liabilities assumed(295)
 Net identifiable assets acquired804 
 Goodwill (3)228 
 Net assets acquired$1,032 
(1)The fair value of accounts receivables acquired was $44, and the gross contractual amount was $50. We estimated that $6 would be uncollectible.
(2)The following table reflects the fair values and useful lives of the acquired intangible assets identified based on our preliminary purchase accounting assessments:
Fair value Life (years)
 Customer relationships$87 7
 Trade names and associated trademarks5
 Total$94 
(3)All of the goodwill was assigned to our specialty segment. We have not yet obtained all the information required to finalize the valuations of the assets acquired and liabilities assumed. As such, goodwill could change materially from the amount noted above. Once finalized, we expect that the goodwill that results from the acquisition will be primarily reflective of General Finance's going-concern value, the value of General Finance's assembled workforce, new customer relationships expected to arise from the acquisition, and operational synergies that we expect to achieve that would not be available to other market participants. $28 of goodwill is expected to be deductible for income tax purposes.
Finite-lived and indefinite-lived intangible assets acquired as part of business combination The following table reflects the fair values and useful lives of the acquired intangible assets identified based on our preliminary purchase accounting assessments:
Fair value Life (years)
 Customer relationships$87 7
 Trade names and associated trademarks5
 Total$94 
Summary of business acquisition, pro forma information The table below presents unaudited pro forma consolidated income statement information as if General Finance had been included in our consolidated results for the entire periods reflected:
Three Months EndedNine Months Ended
 September 30,September 30,
 2021202020212020
United Rentals historic revenues$2,596 $2,187 $6,940 $6,251 
General Finance historic revenues— 81 144 254 
Pro forma revenues2,596 2,268 7,084 6,505 
United Rentals historic pretax income550 275 1,202 752 
General Finance historic pretax income (loss)— (3)
Combined pretax income550 280 1,211 749 
Pro forma adjustments to combined pretax income:
Impact of fair value mark-ups/useful life changes on depreciation (1)— (5)(10)(16)
Impact of the fair value mark-up of acquired fleet on cost of rental equipment sales (2)— (6)(9)(17)
Intangible asset amortization (3)(5)(7)(15)
Goodwill impairment (4)— — — 14 
Interest expense (5)— (4)(6)(16)
Elimination of historic interest (6)— 23 17 
Elimination of merger related costs (7)— — 12 — 
Elimination of changes in the valuation of bifurcated derivatives in convertible notes (8)
— (16)11 
Pro forma pretax income$552 $266 $1,198 $727 
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(1) Depreciation of rental equipment and non-rental depreciation were adjusted for the fair value mark-ups, and the changes in useful lives and salvage values, of the equipment acquired in the General Finance acquisition.
(2) Cost of rental equipment sales was adjusted for the fair value mark-ups of rental equipment acquired in the General Finance acquisition.
(3) Intangible asset amortization was adjusted to include amortization of the acquired intangible assets.
(4) The goodwill impairment charge that General Finance recognized during the nine months ended September 30, 2020 was eliminated. If the acquisition had occurred as of the pro forma acquisition date, this impairment charge would not have been recognized (instead, we would have tested for goodwill impairment based on the post-acquisition reporting unit structure).
(5) As discussed above, we funded the General Finance acquisition using drawings on our ABL facility. Interest expense was adjusted to reflect interest on the ABL facility borrowings.
(6) Historic interest on debt that is not part of the combined entity was eliminated. The adjustment for the nine months ended September 30, 2021 includes a debt redemption loss of $12.
(7) Merger related costs primarily comprised of financial and legal advisory fees associated with the General Finance acquisition were eliminated as they were assumed to have been recognized prior to the pro forma acquisition date. The adjustment for the nine months ended September 30, 2021 includes $9 of merger related costs recognized by General Finance prior to the acquisition.
(8) General Finance historically recognized changes in the valuation of bifurcated derivatives in convertible notes in its statements of operations. These historic changes were eliminated because the bifurcated derivatives are not part of the combined entity.