Vectren Fuels Acquisition

9 Months Ended

Sep. 30, 2014

Vectren Fuels Acquisition [Abstract]

Vectren Fuels Acquisition

(10)  Vectren Fuels Acquisition

On August 29, 2014, we consummated the acquisition of all the common stock of Vectren Fuels, Inc. (VFI) for $320 million, which was accounted for as a business acquisition requiring measurement of acquired assets and assumed liabilities at their estimated fair value in applying purchase accounting.  The estimated fair values are based on market participant assumptions.  The acquisition was financed through a new debt facility, and the preliminary purchase price allocation and use of proceeds from the new debt facility were as follows (assets not received or liabilities not assumed were retained by the parent company of VFI):

Assets received:
Accounts receivable	$	25,109
Coal inventory		21,484
Parts and supply inventory		13,176
Advance royalties		685
Prepaid expenses		909
Land and mineral rights		103,577
Buildings and equipment		174,180
Total assets received		339,120
Liabilities assumed:
Accounts payable and accrued liabilities		12,808
Asset retirement obligations		6,550
Total liabilities assumed		19,358
Total consideration paid for VFI	$	319,762
Use of proceeds from new debt facility:
Cash	$	1,805
Consideration paid for VFI		319,762
Deferred financing costs		6,163
Payoff existing debt facility		16,149
Acquisition costs paid at closing		6,121
Total	$	350,000

The allocation of the purchase price is preliminary pending the completion of various analyses and the finalization of estimates. During the measurement period (which is not to exceed one year from the acquisition date), additional assets or liabilities may be recognized if new information is obtained about facts and circumstances that existed as of the acquisition date that, if known, would have resulted in the recognition of those assets or liabilities as of that date. The preliminary allocation may be adjusted after obtaining additional information regarding, among other things, asset valuations, liabilities assumed and revisions of previous estimates. These adjustments may be significant and will be accounted for retrospectively.  The closing expenses include certain contract termination costs related to the termination of a contract post combination, which was to our benefit.

The acquisition generated $26.6 million of revenue and $2.5 million of pretax income since the August 29, 2014 acquisition date, and these amounts are included in our operations for the nine months ended September 30, 2014.

The following unaudited pro forma information has been prepared for illustrative purposes only and assumes the acquisition occurred on January 1, 2013. The unaudited pro forma results have been prepared based on estimates and assumptions, which we believe are reasonable, however, they are not necessarily indicative of the consolidated results of operations had the acquisition occurred on January 1, 2013, or of future results of operations. Vectren deal costs of $7.9 million have been excluded from the pro forma amounts.

	Nine Months Ended September 30,
	2014		2013
	(In thousands, except per share data)
Total Revenues
As reported	$	140,549	$	116,058
Pro forma	$	361,464	$	335,625
Net income applicable to common shareholders
As reported	$	826	$	18,463
Pro forma	$	33,843	$	34,877
Basic net income per share applicable to common shareholders
As reported	$	0.03	$	0.65
Pro forma	$	1.18	$	1.22