XML 41 R27.htm IDEA: XBRL DOCUMENT v3.10.0.1
Acquisitions - Acquisitions (Tables)
12 Months Ended
Dec. 31, 2018
Business Combinations [Abstract]  
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed
The following table presents a summary of the fair value of the assets acquired and liabilities assumed in the SEI franchisee acquisition:
(In Thousands)
Final Amounts Recognized as of Acquisition Date
Purchase Price
$
140,000

Settlement of Pre-existing Accounts Receivable SEI owed Aaron's, Inc.
3,452

Reimbursement for Insurance Costs
(100
)
Working Capital Adjustment
188

Consideration Transferred
143,540

Estimated Fair Value of Identifiable Assets Acquired and Liabilities Assumed
 
Cash and Cash Equivalents
34

Receivables
1,345

Lease Merchandise
40,941

Property, Plant and Equipment
8,832

Other Intangibles1
13,779

Prepaid Expenses and Other Assets
440

Total Identifiable Assets Acquired
65,371

Accounts Payable and Accrued Expenses
(6,698
)
Customer Deposits and Advance Payments
(2,500
)
Capital Leases
(4,514
)
Total Liabilities Assumed
(13,712
)
Goodwill2
91,881

Net Assets Acquired
$
51,659

1 Identifiable intangible assets are further disaggregated in the table set forth below.
2 The total goodwill recognized in conjunction with the SEI acquisition, all of which is expected to be deductible for tax purposes, has been assigned to the Aaron’s Business operating segment. The purchase price exceeded the fair value of the net assets acquired, which resulted in the recognition of goodwill, primarily due to synergies created from the expected future benefits to the Company’s omnichannel platform, implementation of the Company’s operational capabilities, expected inventory supply chain synergies between the Aaron’s Business and Progressive Leasing, and control of the Company’s brand name in new geographic markets. Goodwill also includes certain other intangible assets that do not qualify for separate recognition, such as an assembled workforce.
The following table presents summaries of the preliminary fair value of the assets acquired and liabilities assumed in the franchisee acquisitions as of the respective acquisition dates:
(in Thousands)
Amounts Recognized as of Acquisition Dates
 
Measurement Period Adjustments1
 
Amounts Recognized as of Acquisition Date (as adjusted)
Purchase Price
$
189,826

 
$

 
$
189,826

Add: Settlement of Pre-existing Relationship
5,405

 

 
5,405

Less: Working Capital Adjustments
241

 
(86
)
 
155

Aggregated Consideration Transferred
195,472

 
(86
)
 
195,386

 
 
 
 
 
 
Estimated Fair Value of Identifiable Assets Acquired and Liabilities Assumed
 
 
 
 
 
Cash and Cash Equivalents
43

 

 
43

Lease Merchandise
59,587

 
29

 
59,616

Property, Plant and Equipment
5,493

 
75

 
5,568

Other Intangibles2
25,069

 
(539
)
 
24,530

Prepaid Expenses and Other Assets
1,060

 
108

 
1,168

Total Identifiable Assets Acquired
91,252

 
(327
)
 
90,925

Accounts Payable and Accrued Expenses
(826
)
 
(26
)
 
(852
)
Customer Deposits and Advance Payments
(5,156
)
 

 
(5,156
)
Total Liabilities Assumed
(5,982
)
 
(26
)
 
(6,008
)
Goodwill3
110,202

 
267

 
110,469

Net Assets Acquired (before Goodwill)
$
85,270

 
$
(353
)
 
$
84,917

1 The acquisition accounting adjustments relate to finalizing information that existed as of the acquisition date regarding the valuation of certain intangible assets and lease merchandise and obtaining additional information regarding acquired other assets.
2 Identifiable intangible assets are further disaggregated in the table set forth below.
3 The total goodwill recognized in conjunction with the franchisee acquisitions, all of which is expected to be deductible for tax purposes, has been assigned to the Aaron’s Business operating segment. The purchase price exceeded the fair value of the net assets acquired, which resulted in the recognition of goodwill, primarily due to synergies created from the expected future benefits to the Company’s omnichannel platform, implementation of the Company’s operational capabilities, expected inventory supply chain synergies between the Aaron’s Business and Progressive Leasing, and control of the Company’s brand name in new geographic markets. Goodwill also includes certain other intangible assets that do not qualify for separate recognition, such as an assembled workforce.

Finite-Lived and Indefinite-Lived Intangible Assets Acquired as Part of Business Combination
The estimated intangible assets attributable to the SEI acquisition are comprised of the following:
 
 
Fair Value
(in thousands)
 
Weighted Average Life
(in years)
Non-compete Agreements
 
$
1,244

 
5.0
Customer Lease Contracts
 
2,154

 
1.0
Customer Relationships
 
3,215

 
2.0
Reacquired Franchise Rights
 
3,640

 
4.1
Favorable Operating Leases
 
3,526

 
11.3
Total Acquired Intangible Assets1
 
$
13,779

 
 
1 Acquired definite-lived intangible assets have a total weighted average life of 5.1 years.
The estimated intangible assets attributable to the franchisee acquisitions are comprised of the following:
 
Fair Value (in thousands)
 
Weighted Average Useful Life (in years)
Non-compete Agreements
$
1,872

 
3.0
Customer Contracts
7,864

 
1.0
Customer Relationships
10,131

 
3.0
Reacquired Franchise Rights
4,663

 
3.9
Total Acquired Intangible Assets1
$
24,530

 
 
1 Acquired definite-lived intangible assets have a total weighted average life of 2.5 years.