XML 53 R11.htm IDEA: XBRL DOCUMENT v2.4.0.6
Acquisitions
3 Months Ended
Mar. 31, 2012
Acquisitions [Abstract]  
Acquisitions

3. Acquisitions

In 2011 and during the first three months of 2012, Basic acquired either substantially all of the assets or all of the outstanding capital stock of each of the following businesses, each of which was accounted for using the purchase method of accounting. The following table summarizes the provisional values for the Mayo Marrs Casing Pulling Inc and SPA Victoria, LP acquisitions and the final values for the remaining acquisitions at the date of acquisition (in thousands):

 

     Closing Date      Total Cash Paid (net of cash
acquired)
 

Lone Star Anchor Trucking, Inc

     July 7, 2011       $ 10,102   

Maverick Stimulation Company, LLC, Maverick Coil Tubing Services, LLC, Maverick Thru-Tubing, LLC, Maverick Solutions, LLC, The Maverick Companies, LLC, MCM Holdings, LLC, and MSM Leasing LLC (collectively the "Maverick Companies")

     July 8, 2011       $ 186,251   

Pat's P&A, Inc.

     August 1, 2011       $ 8,974   

Cryogas Services LLP

     September 8, 2011       $ 11,085   
     

 

 

 

Total 2011

      $ 216,412   
     

 

 

 

Mayo Marrs Casing Pulling Inc

     January 13, 2012       $ 6,644   

SPA Victoria, LP

     March 16, 2012       $ 11,966   
     

 

 

 

Total 2012

      $ 18,610   
     

 

 

 

The operations of each of the acquisitions listed above are included in Basic's statement of operations as of each respective closing date. The acquisition of the Maverick Companies in July 2011 has been deemed significant and is discussed below in further detail. The pro forma effect of the remainder of the acquisitions completed in 2011 or completed in the first three months of 2012 is not material, either individually or when aggregated, to the reported results of operations.

The Maverick Companies

On July 8, 2011, Basic acquired all of the equity interests of the Maverick Companies. The results of the Maverick Companies' operations have been included in the financial statements since that date. The amount of revenue included in the consolidated statement of operations during the first three months of 2012 was $34.9 million. The aggregate purchase price was approximately $186.3 million in cash.

 

This acquisition allowed Basic to expand its stimulation, coiled tubing, and thru-tubing business in Colorado, New Mexico, Utah, and Oklahoma. This acquisition also allowed Basic to enter the water treatment business. The Maverick Companies operates in Basic's completion and remedial segment. The following table summarizes the preliminary estimated fair value of the assets acquired and liabilities assumed at the date of acquisition for the Maverick Companies (in thousands):

 

Current Assets

   $ 17,046   

Property and Equipment

     92,856   

Other Intangible Assets (1)

     29,400   

Goodwill (2)

     58,477   

Other Non-Current Assets

     464   
  

 

 

 

Total Assets Acquired

   $ 198,243   
  

 

 

 

Current Liabilities

   $ 9,854   

Deferred Income Taxes

     —     
  

 

 

 

Total Liabilities Assumed

   $ 9,854   
  

 

 

 

Net Assets Acquired

   $ 188,389   
  

 

 

 

The following unaudited pro forma results of operations have been prepared as though the Maverick Companies acquisition had been completed on January 1, 2010. Pro forma amounts are based on the purchase price allocation of the significant acquisition and are not necessarily indicative of the results that may be reported in the future (in thousands, except per share data).

 

     Three Months Ended
March 31, 2011
 

Revenues

   $ 265,846   

Net income

   $ (18,456

Earnings per common share - basic

   $ (0.46

Earnings per common share - diluted

   $ (0.46

In preparing the pro forma financials, Basic added $3.1 million of depreciation for the three months ended March 31, 2011. Amortization expense, for the amortization of intangible assets, of $607,000 was included for the three months ended March 31, 2011. Interest expense of $3.6 million was included for the three months ended March 31, 2011.