Acquisitions Of Businesses

9 Months Ended

Sep. 30, 2013

Business Combinations [Abstract]

Acquisitions Of Businesses

Acquisitions of Businesses     

On July 29, 2013, we completed the acquisition of RSI. Under the terms of the transaction, we acquired 100% of RSI's stock for total consideration of $460.7 million. The acquisition was funded with cash on hand and $250.0 million from borrowings under our revolving credit facility. This acquisition was accounted for using the acquisition method of accounting. We acquired working capital of $37.4 million and other net liabilities of $66.4 million, and have preliminarily ascribed $262.3 million to goodwill and $227.4 million to identifiable intangible assets in connection with this acquisition, which has been included in our United States industrial services segment. We have not yet completed the final allocation of the purchase price related to the RSI acquisition. As we finalize the purchase price allocation, it is anticipated that additional purchase price adjustments will be recorded relating to finalization of intangible asset valuations, tax matters and other items. Such adjustments will be recorded during the measurement period. The finalization of the purchase price accounting assessment may result in changes in the valuation of assets and liabilities acquired, which are not expected to be significant.

On May 31, 2013 and January 4, 2012, we acquired two companies, each for an immaterial amount. These companies primarily provide mechanical construction services and have been included in our United States mechanical construction and facilities services segment. The purchase price accounting for the acquisition of these businesses was finalized with an insignificant impact during 2013 and 2012, respectively. The acquisition of these businesses was accounted for by the acquisition method, and the prices paid for them have been allocated to their respective assets and liabilities, based upon the estimated fair values of their respective assets and liabilities at the dates of their respective acquisition. We believe these businesses further expand our service capabilities into new technical areas.

During the three months ended September 30, 2013 and 2012, respectively, we recorded a reversal of $3.1 million and $3.0 million of liabilities resulting in non-cash income attributable to contingent consideration arrangements relating to prior acquisitions. During the nine months ended September 30, 2013 and 2012, respectively, we recorded a net reversal of $6.0 million and $3.0 million of liabilities resulting in non-cash income attributable to contingent consideration arrangements relating to prior acquisitions.