Note 3: Acquisitions and Divestitures

Acquisitions

During the nine-month period ended September 30, 2014, the Company closed on nine acquisitions: five regulated water systems, one regulated wastewater, and three regulated water and wastewater systems. The aggregate purchase price of these acquisitions totaled $6,134. Assets acquired, principally plant, totaled $13,119. Liabilities assumed totaled $6,985, including contributions in aid of construction of $4,231 and debt of $1,683.

Divestitures

In the third quarter of 2014, the Company approved a plan to exit the Class B biosolids management business by selling Terratec Environmental Ltd (“Terratec”), and as a result, has included the results as discontinued operations for all periods presented. Terratec, which was previously included in the Market-Based Operations segment, is based in Canada and provides environmentally sustainable management and disposal of biosolids and wastewater by-products. The Company expects to complete the disposition during the fourth quarter of 2014.

Included in the loss on discontinued operations is an estimated loss on the disposal of Terratec in the amount of $3,470. The provision for income taxes for 2014 includes the utilization of $1,480 of tax attributes as a result of the expected sale. Charges recorded in connection with the discontinued operations include estimates that are subject to subsequent adjustment.

A summary of discontinued operations presented in the Consolidated Statements of Operations and Comprehensive Income follows:

	Three Months Ended September 30,						Nine Months Ended September 30,
	2014			2013			2014			2013
Operating revenues	$	4,910		$	7,006		$	12,234		$	16,904
Total operating expenses, net		7,973			6,297			17,657			17,430
Income (loss) from discontinued operations before income taxes		(3,063	)		709			(5,423	)		(526	)
Provision (benefit) for income taxes		1,360			(47	)		865			(374	)
Income (loss) from discontinued operations	$	(4,423	)	$	756		$	(6,288	)	$	(152	)

Assets and liabilities of discontinued operations in the accompanying Consolidated Balance Sheets include the following:

	September 30, 2014		December 31, 2013
ASSETS
Total property, plant and equipment	$	2,168	$	2,808
Current assets		4,088		4,953
Total assets of discontinued operations	$	6,256	$	7,761

LIABILITIES
Current liabilities	$	1,667	$	3,824
Total liabilities of discontinued operations	$	1,667	$	3,824