Business Combinations (Notes)

9 Months Ended

Sep. 30, 2017

Business Combinations [Abstract]

Business Combinations

Business Combinations

Our investment in businesses during the first nine months of 2017 was $10,877, including debt issued, in the form of notes payable to the sellers, of $3,099, and have been included in our residential and commercial segment. Measurement-period adjustments are not complete. The measurement period for purchase price allocations ends as soon as information of the facts and circumstances becomes available, but does not exceed one year from the acquisition date. During the nine months endedOctober 1, 2016, our investment in businesses was $4,170, with liabilities assumed of $98 and $575 debt issued.

In March 2017, the Company acquired all of the outstanding common stock of Arborguard Tree Specialists Inc. (“Arborguard”), a residential and commercial tree care company, and certain assets of TTS&G, LLC, a leasing company related to Arborguard, for $7,200 in cash, with liabilities assumed of $2,934 and debt issued of $2,724. Arborguard’s revenue for the year ended February 28, 2017 was approximately $10,710.

The acquisition of Arborguard was accounted for under the acquisition method of accounting. The entire purchase price allocation for Arborguard is preliminary. At September 30, 2017, the fair values of the assets acquired and liabilities assumed have been preliminarily estimated and the excess consideration of $4,627 has been preliminarily recorded as goodwill pending finalization of the fair value. These preliminary estimates will be revised during the measurement period in 2017 as all pertinent information regarding finalization of the valuations for fixed assets, intangible assets, goodwill (including the amount expected to be deductible for tax purposes), tangible assets, other liabilities and deferred income tax assets and liabilities acquired are fully evaluated by the Company.

The following table summarizes the preliminary purchase price allocation of the estimated fair values of the assets acquired and liabilities assumed:

	Nine Months Ended
	September 30, 2017
Detail of acquisitions:
Assets acquired:
Cash	$	326
Receivables	1,753
Prepaid expense	128
Equipment	1,904
Deposits and other	129
Finite-lived intangibles	4,566
Goodwill	5,027
Liabilities assumed	(2,956		)
Debt issued for purchases of businesses	(3,099		)
Cash paid	$	7,778

The results of operations of acquired businesses have been included in the consolidated statements of operations beginning as of the effective dates of acquisition. The effect of these acquisitions on our consolidated revenues and results of operations for the period ending September 30, 2017 was not significant. Pro forma net sales and

D. Business Combinations (continued)

results of operations for the acquisition had it occurred at the beginning of the nine months endedSeptember 30, 2017 are not material and, accordingly, are not provided.