Acquisition

July 20, 2017,

we entered into an agreement to acquire

Special Logistics Dedicated, LLC (SLD), and its affiliated entities, subject to customary closing conditions. The purchase price was

$136.0

million with

assumption of debt. The closing of the transaction was effective on

July 31, 2017.

Total consideration paid in cash under the SLD agreement was

$137.6

million and consisted of the agreed upon purchase price adjusted for an estimated working capital adjustment and cash acquired. In addition, we incurred approximately

$3.1

million in transaction costs which are recorded in general and administrative expenses, net of asset dispositions in our Consolidated Statements of Earnings. The SLD acquisition was accounted for as a business combination. Assets acquired and liabilities assumed were recorded in our Consolidated Balance Sheet at their estimated fair values, as of the closing date, using cost, market data and valuation techniques that reflect management’s judgment and estimates. As a result of the acquisition, we recorded approximately

$76

million of finite-lived intangible assets and approximately

$40

million of goodwill. Goodwill consists of acquiring and retaining the SLD existing network and expected synergies from the combination of operations. The following table outlines the consideration transferred and preliminary purchase price allocation at their respective estimated fair values as of

December 31, 2017 (

in millions):

Consideration	$	137.6
Cash		0.7
Accounts receivable		9.4
Other current assets		1.4
Property and equipment		14.9
Intangibles		75.5
Accounts payable		(3.9	)
Accrued Liabilities		(0.2	)
Goodwill	$	39.8

As of

December 31, 2017,

the purchase price allocation is considered preliminary, subject to revision, as valuation procedures and tax considerations are completed.

As this acquired

business is

not

significant to our consolidated results of operations and financial position, pro forma financial information has

not

been presented. The results of the acquired operations after the respective acquisition date have been included in our Consolidated Statements of Earnings.