Acquisitions and Divestitures (Tables)

9 Months Ended

Sep. 30, 2018

Summary of Carrying Value of Assets and Liabilities of Divestitures

The carrying value of assets and liabilities divested in the October 2017 Divestitures is summarized as follows:

(in thousands)	October 2017 Divestitures
Cash	$	303
Inventories		13,717
Prepaid expenses and other current assets		1,199
Property, plant and equipment		44,380
Other assets (including deferred taxes)		604
Goodwill		13,073
Distribution agreements		65,043
Total divested assets	$	138,319
Other current liabilities	$	5,683
Pension and postretirement benefit obligation		16,855
Total divested liabilities	$	22,538

2017 Acquisition [Member]

Summary of Fair Values of Acquired Assets and Assumed Liabilities as of Acquisition Date

The fair value of acquired assets and assumed liabilities of the System Transformation Transactions that closed during 2017 (the “2017 System Transformation Transactions”), as of the acquisition dates, is summarized as follows:

(in thousands)	January 2017 Transaction		March 2017 Transactions		April 2017 Transactions		October 2017 Acquisitions		Total 2017 System Transformation Transactions Acquisitions
Cash	$	107	$	211	$	103	$	191	$	612
Inventories		5,953		20,952		14,554		14,850		56,309
Prepaid expenses and other current assets		1,155		5,117		4,068		4,573		14,913
Accounts receivable from The Coca-Cola Company		1,042		1,807		2,552		1,447		6,848
Property, plant and equipment		25,708		81,638		52,263		71,589		231,198
Other assets (including deferred taxes)		1,158		3,227		3,960		1,300		9,645
Goodwill		1,544		2,527		16,941		11,442		32,454
Distribution agreements		22,000		46,750		19,500		129,450		217,700
Customer lists		1,500		1,750		1,000		4,950		9,200
Total acquired assets	$	60,167	$	163,979	$	114,941	$	239,792	$	578,879
Current liabilities (acquisition related contingent consideration)	$	1,350	$	2,958	$	1,475	$	1,501	$	7,284
Other current liabilities		324		3,760		2,860		8,311		15,255
Other liabilities (acquisition related contingent consideration)		26,377		49,739		25,616		20,676		122,408
Other liabilities		43		2,953		1,792		102		4,890
Total assumed liabilities	$	28,094	$	59,410	$	31,743	$	30,590	$	149,837

Schedule Of Condensed Consolidated Statement of Operations

The financial results of the System Transformation Transactions have been included in the Company’s consolidated condensed financial statements from their respective acquisition or exchange dates. Net sales and income from operations for certain territories and regional manufacturing facilities acquired and divested by the Company during 2017 are impracticable to separately calculate, as the operations were absorbed into territories and facilities owned by the Company prior to the System Transformation, and therefore have been omitted from the results below. Omission of net sales and income from operations for such territories and facilities is not considered material to the results presented below. The remaining 2017 System Transformation Transactions contributed the following amounts to the Company’s consolidated condensed statements of operations:

	Third Quarter				First Three Quarters
(in thousands)	2018		2017		2018		2017
Impact to net sales - total 2017 System Transformation Transactions acquisitions	$	308,825	$	221,034	$	896,179	$	454,174
Impact to net sales - October 2017 Divestitures		-		79,032		-		231,301
Total impact to net sales	$	308,825	$	300,066	$	896,179	$	685,475
Impact to income from operations - total 2017 System Transformation Transactions acquisitions	$	11,874	$	3,176	$	14,635	$	13,595
Impact to income from operations - October 2017 Divestitures		-		7,689		-		22,973
Total impact to income from operations	$	11,874	$	10,865	$	14,635	$	36,568

Schedule of Unaudited Pro Forma Information

The following table represents the Company’s unaudited pro forma net sales and unaudited pro forma income from operations for the 2017 System Transformation Transactions.

	Third Quarter 2017				First Three Quarters 2017
(in thousands)	Net Sales		Income from Operations		Net Sales		Income from Operations
Balance as reported	$	1,162,526	$	37,472	$	3,197,519	$	101,077
Pro forma adjustments (unaudited)		1,754		55		231,183		4,262
Balance including pro forma adjustments (unaudited)	$	1,164,280	$	37,527	$	3,428,702	$	105,339

October 2017 Acquisitions [Member]

Summary of Fair Values of Acquired Assets and Assumed Liabilities as of Acquisition Date

The fair value of acquired assets and assumed liabilities in the October 2017 Acquisitions as of the acquisition date is summarized as follows:

(in thousands)	CCR Exchange Business		Memphis Territory		United Exchange Business		Total October 2017 Acquisitions
Cash	$	91	$	100	$	-	$	191
Inventories		10,667		3,354		829		14,850
Prepaid expenses and other current assets		3,172		1,087		314		4,573
Accounts receivable from The Coca-Cola Company		674		563		210		1,447
Property, plant and equipment		47,484		21,321		2,784		71,589
Other assets (including deferred taxes)		753		547		-		1,300
Goodwill		3,546		5,199		2,697		11,442
Distribution agreements		80,100		35,400		13,950		129,450
Customer lists		3,200		1,200		550		4,950
Total acquired assets	$	149,687	$	68,771	$	21,334	$	239,792
Current liabilities (acquisition related contingent consideration)	$	-	$	1,501	$	-	$	1,501
Other current liabilities		3,497		4,323		491		8,311
Other liabilities (acquisition related contingent consideration)		-		20,676		-		20,676
Other liabilities		15		87		-		102
Total assumed liabilities	$	3,512	$	26,587	$	491	$	30,590