Acquisitions and Dispositions

6 Months Ended

Jun. 30, 2016

Business Combinations [Abstract]

Acquisitions and Dispositions

ACQUISITIONS AND DISPOSITIONS

During the six months ended June 30, 2016 and 2015, net cash payments related to the acquisitions of businesses, including contracts, were $332,000 and $9.3 million, respectively. The effect of these acquisitions on the condensed consolidated financial statements for the three months ended June 30, 2016 and 2015 was not significant.

DAMI Acquisition

On October 15, 2015, the Company acquired a 100% ownership interest in DAMI for a total purchase price of $54.9 million, inclusive of cash acquired of $4.2 million. The following table summarizes the preliminary estimated fair value of the assets acquired and liabilities assumed as of the acquisition date, as well as adjustments made during the six months ended June 30, 2016 (referred to as the "measurement period adjustments"). The measurement period adjustments did not have a significant effect on the condensed consolidated financial statements.

(In Thousands)	Amounts Recognized as of Acquisition Date1			Measurement Period Adjustments2			Amounts Recognized as of Acquisition Date (as adjusted)
Purchase Price	$	54,900		$	—		$	54,900
Estimated Fair Value of Identifiable Assets Acquired and Liabilities Assumed
Cash and Cash Equivalents	4,185			—			4,185
Loans Receivable3	89,186			(60		)	89,126
Receivables	45			—			45
Property, Plant and Equipment	2,754			—			2,754
Other Intangibles	3,400			(500		)	2,900
Income Tax Receivable	728			—			728
Prepaid Expenses and Other Assets	671			—			671
Deferred Income Tax Assets	375			2,115			2,490
Total Identifiable Assets Acquired	101,344			1,555			102,899
Accounts Payable and Accrued Expenses	(1,709		)	(1,265		)	(2,974		)
Debt	(45,025		)	—			(45,025		)
Total Liabilities Assumed	(46,734		)	(1,265		)	(47,999		)
Goodwill	290			(290		)	—
Net Assets Acquired	$	54,900		$	—		$	54,900

¹ As previously reported in the notes to the consolidated financial statements included in the Company's Annual Report on Form 10-K for the year ended December 31, 2015.

² The measurement period adjustments primarily relate to the resolution of certain income tax-related matters and contingencies that existed as of the acquisition date.

³ Contractually required amounts due at the acquisition date were $94.2 million.

The preliminary acquisition accounting presented above is subject to further refinement. The Company is still finalizing certain working capital adjustments with the sellers and gathering information on certain contingencies that existed at the acquisition date. Estimates for affected items have been included in the acquisition accounting and are expected to be finalized prior to the one year anniversary date of the acquisition.

HomeSmart Disposition

On May 13, 2016, the Company sold its 82 remaining Company-operated HomeSmart stores and ceased operations of that division. During the six months ended June 30, 2016, the Company recognized a loss of $4.2 million on the disposition which is recorded in other operating expense (income), net in the condensed consolidated statements of earnings. The sale does not represent a strategic shift that will have a major effect on the Company’s operations and financial results and therefore the HomeSmart segment has not been classified as discontinued operations. The Company recorded additional charges of $1.4 million related to exiting the HomeSmart business, primarily consisting of impairment charges on certain assets related to the division that will be sold in the near future.