Business Combinations (Tables)
|
12 Months Ended |
Dec. 31, 2013
|
Business Combinations |
|
Summary of the cash paid for acquisitions |
|
|
Year ended December 31, |
|
|
|
2013 |
|
2012 |
|
|
|
|
|
|
|
Sprint — purchased March 12, 2012 |
|
$ |
— |
|
$ |
21,197 |
|
Silva — purchased May 30, 2012 |
|
— |
|
13,915 |
|
Saxon — purchased September 28, 2012 |
|
— |
|
2,979 |
|
Q3C — purchased November 17, 2012 (additional cash paid August 2013) |
|
598 |
|
48,116 |
|
FSSI — purchased March 11, 2013 |
|
1,675 |
|
— |
|
|
|
$ |
2,273 |
|
$ |
86,207 |
| |
Summary of the fair value of assets acquired and the liabilities assumed |
|
|
2013 |
|
2012 |
|
|
|
FSSI |
|
Sprint |
|
Silva |
|
Saxon |
|
Q3C |
|
|
|
Acquisition |
|
Acquisition |
|
Acquisition |
|
Acquisition |
|
Acquisition |
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash |
|
$ |
— |
|
$ |
— |
|
$ |
— |
|
$ |
— |
|
$ |
— |
|
Accounts receivable |
|
— |
|
7,614 |
|
903 |
|
2,161 |
|
17,947 |
|
Cost and earnings in excess of billings |
|
— |
|
601 |
|
23 |
|
279 |
|
4,358 |
|
Inventory and other assets |
|
302 |
|
252 |
|
353 |
|
564 |
|
131 |
|
Investment in non-consolidated entities |
|
— |
|
— |
|
— |
|
— |
|
1,298 |
|
Deferred tax assets |
|
— |
|
— |
|
— |
|
— |
|
— |
|
Prepaid expenses |
|
— |
|
— |
|
— |
|
— |
|
174 |
|
Property, plant and equipment |
|
448 |
|
12,078 |
|
14,675 |
|
2,948 |
|
20,526 |
|
Other assets |
|
— |
|
— |
|
— |
|
— |
|
— |
|
Intangible assets |
|
1,600 |
|
3,600 |
|
— |
|
1,350 |
|
21,550 |
|
Goodwill |
|
1,087 |
|
9,389 |
|
— |
|
810 |
|
12,562 |
(*) |
Accounts payable |
|
(1,060 |
) |
(1,458 |
) |
(1,450 |
) |
(2,952 |
) |
(4,448 |
) |
Billing in excess of costs and earnings |
|
— |
|
— |
|
(414 |
) |
(110 |
) |
— |
|
Accrued expenses |
|
— |
|
(716 |
) |
— |
|
(121 |
) |
(7,851 |
) |
Notes payable |
|
— |
|
— |
|
— |
|
— |
|
(10,253 |
) |
Capital lease liabilities |
|
— |
|
(2,983 |
) |
— |
|
— |
|
— |
|
Deferred tax liability |
|
— |
|
— |
|
— |
|
— |
|
— |
|
Total |
|
$ |
2,377 |
|
$ |
28,377 |
|
$ |
14,090 |
|
$ |
4,929 |
|
$ |
55,994 |
|
(*) In August 2013, additional cash of $598 was paid to the Q3C sellers and goodwill was increased to $13,160 in 2013. |
Schedule of the acquired intangible assets categories, fair value and average amortization periods |
|
|
|
|
2013 Fair Value |
|
2012
Fair Value |
|
|
|
Amortization |
|
FSSI |
|
Sprint |
|
Saxon |
|
Q3C |
|
|
|
Period |
|
Acquisition |
|
Acquisition |
|
Acquisition |
|
Acquisition |
|
Tradename |
|
3 to 10 years |
|
$ |
550 |
|
$ |
700 |
|
$ |
— |
|
$ |
6,650 |
|
Non-compete agreements |
|
2 to 5 years |
|
100 |
|
450 |
|
100 |
|
450 |
|
Customer relationships |
|
5 to 15 years |
|
950 |
(*) |
2,450 |
|
1,150 |
|
14,450 |
|
Backlog |
|
0.75 years |
|
— |
|
— |
|
100 |
|
— |
|
Total |
|
|
|
$ |
1,600 |
|
$ |
3,600 |
|
$ |
1,350 |
|
$ |
21,550 |
|
(*) At December 31, 2013, the Company determined the value attributed to the customer relationships was impaired and the net book value of the intangible of $850 was expensed to “Selling, general and administrative expenses” at December 31, 2013. |
Schedule of pro forma results |
|
|
2013 |
|
2012 |
|
|
|
(unaudited) |
|
(unaudited) |
|
Revenues |
|
$ |
1,947,019 |
|
$ |
1,698,784 |
|
Income before provision for income taxes |
|
$ |
119,461 |
|
$ |
96,122 |
|
Net income attributable to Primoris |
|
$ |
69,590 |
|
$ |
59,207 |
|
|
|
|
|
|
|
Weighted average common shares outstanding: |
|
|
|
|
|
Basic |
|
51,540 |
|
51,433 |
|
Diluted |
|
51,609 |
|
51,447 |
|
|
|
|
|
|
|
Earnings per share attributable to Primoris: |
|
|
|
|
|
Basic |
|
$ |
1.35 |
|
$ |
1.15 |
|
Diluted |
|
$ |
1.35 |
|
$ |
1.15 |
| |