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Acquisitions
12 Months Ended
Dec. 31, 2022
Business Combination and Asset Acquisition [Abstract]  
Acquisitions Acquisitions
Year Ended December 31, 2022
During the year ended December 31, 2022, the Company completed several acquisitions of outdoor advertising assets for a total purchase price of $479,766, net of cash acquired of $6,904. Included within this total purchase price were the acquisitions of Burkhart Advertising Inc. for an aggregate purchase price of $130,000 as well as Fairway Outdoor and Standard Outdoor for an aggregate purchase price of $92,650.
Each of these acquisitions was accounted for under the acquisition method of accounting, and, accordingly, the accompanying consolidated financial statements include the results of operations of each acquired entity from the date of acquisition. The acquisition purchase price has been allocated to assets acquired and liabilities assumed based on fair market value estimates at the dates of acquisition.
As of December 31, 2022, our fair value allocation of the assets acquired and liabilities assumed from Fairway Outdoor and Standard Outdoor in the business combination completed December 9, 2022 is considered preliminary and is subject to revision, which may result in adjustments to this allocation. The aggregate purchase price of this business combination was $92,650. We expect to finalize these amounts as soon as possible but not later than the end of 2023. In order to develop our preliminary fair values, the Company utilized asset information received from the acquired company and fair
value allocation benchmarks from similar completed transactions. Our preliminary allocation of these assets includes property, plant and equipment, intangibles and goodwill of $34,066, $28,130 and $30,458, respectively.
The following is a summary of the allocation of the purchase price in the above transactions, which includes the preliminary values for a business combination completed on December 9, 2022.
Total
Property, plant and equipment$87,312 
Goodwill99,003 
Site locations246,288 
Non-competition agreements2,328 
Customer lists and contracts43,339 
Asset acquisition costs903 
Current assets2,177 
Current liabilities(12,677)
Operating lease right of use assets79,960 
Operating lease liabilities(68,867)
$479,766 
Total acquired intangible assets for the year ended December 31, 2022 were $391,861, of which $99,003 was assigned to goodwill. Goodwill is not amortized for financial statement purposes and $456 of goodwill related to 2022 acquisitions is expected to be deductible for tax purposes. The acquired intangible assets have a weighted average useful life of approximately 14 years. The intangible assets include customer lists and contracts of $43,339 (7 year weighted average useful life) and site locations of $246,288 (15 year weighted average useful life). The aggregate amortization expense related to the 2022 acquisitions for the year ended December 31, 2022 was $14,605.
As of December 31, 2022, we finalized our fair value allocation of the assets acquired and liabilities assumed from a business combination completed on December 3, 2021. The changes to our updated fair value allocation of this business combination were considered immaterial and recorded during the year ended December 31, 2022.
The following unaudited pro forma financial information for the Company gives effect to the 2022 and 2021 acquisitions as if they had occurred on January 1, 2021. These pro forma results do not purport to be indicative of the results of operations which actually would have resulted had the acquisitions occurred on such date or to project the Company’s results of operations for any future period.
20222021
(unaudited)
Net revenues$2,063,800 $1,879,002 
Net income applicable to common stock$429,726 $373,476 
Net income per common share — basic$4.23 $3.69 
Net income per common share — diluted$4.23 $3.69 
Year Ended December 31, 2021
During the year ended December 31, 2021, the Company completed several acquisitions of outdoor and transit advertising assets for a total cash purchase price of $312,257, net of cash acquired of $1,419.
Each of these acquisitions was accounted for under the acquisition method of accounting, and, accordingly, the accompanying consolidated financial statements include the results of operations of each acquired entity from the date of acquisition. The acquisition purchase price has been allocated to assets acquired and liabilities assumed based on fair market value estimates at the dates of acquisition.
As of December 31, 2021, our fair value allocation of the assets acquired and liabilities assumed in a business combination completed December 3, 2021 was considered preliminary and subject to revision, which could result in adjustments to this allocation. The aggregate purchase price of this business combination was $75,000. In order to develop our preliminary fair values, the Company utilized asset information received from the acquired company and fair value allocation benchmarks from similar completed transactions. Our preliminary allocation of these assets includes property, plant and equipment, intangibles and goodwill of $6,022, $53,775 and $9,506, respectively. As discussed above, we finalized this fair value allocation during 2022.
The following is a summary of the allocation of the purchase price in the above transactions, which includes the preliminary values for a business combination completed on December 3, 2021.
Total
Property, plant and equipment$38,289 
Goodwill24,089 
Site locations206,734 
Non-competition agreements3,120 
Customer lists and contracts31,101 
Other intangibles721 
Asset acquisition costs523 
Current assets9,310 
Current liabilities(4,406)
Operating lease right of use assets32,487 
Operating lease liabilities(30,197)
Other assets486 
$312,257 
Total acquired intangible assets for the year ended December 31, 2021 were $266,288, of which $24,089 was assigned to goodwill. Goodwill is not amortized for financial statement purposes and $14,584 of goodwill related to 2021 acquisitions is expected to be deductible for tax purposes. The acquired intangible assets have a weighted average useful life of approximately 14 years. The intangible assets include customer lists and contracts of $31,101 (7 year weighted average useful life) and site locations of $206,734 (15 year weighted average useful life). The aggregate amortization expense related to the 2021 acquisitions for the year ended December 31, 2021 was approximately $4,335.
The following unaudited pro forma financial information for the Company gives effect to the 2021 and 2020 acquisitions as if they had occurred on January 1, 2020. These pro forma results do not purport to be indicative of the results of operations which actually would have resulted had the acquisitions occurred on such date or to project the Company's results of operations for any future period.
20212020
(unaudited)
Net revenues$1,826,448 $1,615,855 
Net income applicable to common stock$379,874 $230,035 
Net income per common share — basic$3.76 $2.28 
Net income per common share — diluted$3.75 $2.28