The Company accounts for acquisitions in accordance with ASC 805, "Business Combinations". The estimated fair values of all assets acquired and liabilities assumed in the acquisitions are provisional and may be revised as a result of additional information obtained during the measurement period of up to one year from the acquisition date.

The Company completed its acquisition of Caraustar Industries, Inc. and its subsidiaries (“Caraustar”) on February 11, 2019 (the “Caraustar Acquisition”). Caraustar is a leader in the production of coated and uncoated recycled paperboard, which is used in a variety of applications that include industrial products (tubes and cores, construction products, protective packaging, and adhesives) and consumer packaging products (folding cartons, set-up boxes, and packaging services). The total purchase price for this acquisition, net of cash acquired, was $1,834.9 million.

The following table summarizes the consideration transferred to acquire Caraustar and the current preliminary valuation of identifiable assets acquired and liabilities assumed at the acquisition date, as well as measurement period adjustments made since the acquisition in 2019 through January 31, 2020:



(in millions)	Amounts Recognized as of the Acquisition Date			Measurement Period Adjustments (1)			Amount Recognized as of Acquisition Date (as Adjusted)
Fair value of consideration transferred
Cash consideration	$	1,834.9		$	—		$	1,834.9

Recognized amounts of identifiable assets acquired and liabilities assumed
Accounts receivable	$	147.0		$	—		$	147.0
Inventories	103.9			(4.4		)	99.5
Prepaid and other current assets	21.5			(9.3		)	12.2
Intangibles	717.1			8.4			725.5
Other long-term assets	1.3			5.1			6.4
Properties, plants and equipment	521.3			(18.4		)	502.9
Total assets acquired	1,512.1			(18.6		)	1,493.5

Accounts payable	(99.5		)	—			(99.5		)
Accrued payroll and employee benefits	(42.9		)	(6.4		)	(49.3		)
Other current liabilities	(21.8		)	4.5			(17.3		)
Long-term deferred tax liability	(185.7		)	46.9			(138.8		)
Pension and postretirement obligations	(67.1		)	—			(67.1		)
Other long-term liabilities	(12.7		)	(7.3		)	(20.0		)
Total liabilities assumed	(429.7		)	37.7			(392.0		)
Total identifiable net assets	$	1,082.4		$	19.1		$	1,101.5
Goodwill	$	752.5		$	(19.1	)	$	733.4

(1) The measurement adjustments were primarily due to refinement to third party appraisals and carrying amounts of certain assets and liabilities, as well as adjustments to certain tax accounts based on, among other things, adjustments to deferred tax liabilities. The net impact of the measurement period adjustments resulted in a net $19.1 million decrease to Goodwill. The measurement adjustments recorded did not have an impact on the Company's interim condensed consolidated statements of income for the three months ended January 31, 2020.

The Company recognized goodwill related to this acquisition of $733.4 million. The goodwill recognized in this acquisition is attributable to the acquired assembled workforce, expected synergies, and economies of scale, none of which qualify for recognition as a separate intangible asset. Caraustar is reported within the Paper Packaging & Services segment to which the goodwill was assigned. The goodwill is not expected to be deductible for tax purposes.

The cost approach was used to determine the fair value for buildings, improvements and equipment, and the market approach was used to determine the fair value for land. The cost approach measures the value by estimating the cost to acquire, or construct, comparable assets and adjusts for age and condition. The Company assigned buildings and improvements a useful life ranging from 1 year to 20 years and equipment a useful life ranging from 1 year to 15 years. Acquired property, plant and equipment are being depreciated over its estimated remaining useful lives on a straight-line basis.

The fair value for acquired customer relationship intangibles was determined as of the acquisition date based on estimates and judgments regarding expectations for the future after-tax cash flows arising from the revenue from customer relationships that existed on the acquisition date over their estimated lives, including the probability of expected future contract renewals and revenue, less a contributory assets charge, all of which is discounted to present value. The fair value of the trade name intangible assets were determined utilizing the relief from royalty method which is a form of the income approach. Under this method, a royalty rate based on observed market royalties is applied to projected revenue supporting the trade names and discounted to present value using an appropriate discount rate.

Acquired intangible assets are being amortized over the estimated useful lives, primarily on a straight-line basis. The following table summarizes the current preliminary purchase price allocation and weighted average remaining useful lives for identifiable intangible assets acquired:

The Company has not yet finalized the determination of the fair value of assets acquired and liabilities assumed, including income taxes and contingencies. The Company expects to finalize these amounts within one year of the acquisition date. The current preliminary estimate of fair value and purchase price allocation were based on information available at the time of closing the acquisition, and the Company continues to evaluate the underlying inputs and assumptions that are being used in fair value estimates. Accordingly, these preliminary estimates are subject to adjustments during the measurement period, not to exceed one year, based upon new information obtained about facts and circumstances that existed as of the date of closing the acquisition.

The Company completed its acquisition of Tholu B.V. and its wholly owned subsidiary A. Thomassen Transport B.V. (collectively "Tholu") on June 11, 2019 (the "Tholu Acquisition"). Tholu is a Netherlands-based leader in IBC rebottling, reconditioning and distribution. The total purchase price for this acquisition, net of cash acquired was $52.2 million, of which $25.1 million was paid upon closing and the remaining $29.2 million was deferred according to a set payment schedule.

The following table summarizes the consideration transferred to acquire Tholu and the current preliminary valuation of identifiable assets acquired and liabilities assumed at the acquisition date, as well as measurement period adjustments made in 2019 through January 31, 2020:



(in millions)	Amounts Recognized as of the Acquisition Date			Measurement Period Adjustments (2)			Amount Recognized as of Acquisition Date (as Adjusted)
Fair value of consideration transferred
Cash consideration	$	25.1		$	—		$	25.1
Deferred payments	29.2			—			29.2
Cash received	(2.1		)	$	—		(2.1		)
Total consideration	$	52.2		$	—		$	52.2

Recognized amounts of identifiable assets acquired and liabilities assumed
Accounts receivable	$	7.3		$	—		$	7.3
Inventories	3.0			0.4			3.4
Intangibles	24.1			—			24.1
Properties, plants and equipment	6.4			—			6.4
Other assets	1.2			—			1.2
Total assets acquired	42.0			0.4			42.4

Accounts payable	(4.0		)	—			(4.0		)
Capital lease obligations	(1.7		)	—			(1.7		)
Long-term deferred tax liability	(5.4		)	(0.4		)	(5.8		)
Other liabilities	(1.0		)	—			(1.0		)
Total liabilities assumed	(12.1		)	(0.4		)	(12.5		)
Total identifiable net assets	$	29.9		$	—		$	29.9
Goodwill	$	22.3		$	—		$	22.3

⁽²⁾ The measurement adjustments were primarily due to refinement to third party appraisals and carrying amounts of certain assets and liabilities, as well as adjustments to certain tax accounts based on, among other things, adjustments to deferred tax liabilities. The net impact of the measurement period adjustments resulted in no net impact to Goodwill. The measurement adjustments recorded in 2019 did not have a significant impact on the Company's interim condensed consolidated statements of income for the three months ended January 31, 2020.

The Company recognized goodwill related to this acquisition of $22.3 million. The goodwill recognized in this acquisition is attributable to the acquired assembled workforce, economies of scale, vertical integration and new market penetration. Tholu is reported within the Rigid Industrial Packaging & Services segment to which the goodwill was assigned. The goodwill is not expected to be deductible for tax purposes.

Acquired intangible assets are being amortized over the estimated useful lives, primarily on a straight-line basis. The following table summarizes the preliminary purchase price allocation and weighted average remaining useful lives for identifiable intangible assets acquired: