XML 41 R12.htm IDEA: XBRL DOCUMENT v2.4.0.8
Acquisitions
6 Months Ended
Jun. 30, 2014
Business Combinations [Abstract]  
Acquisitions
Acquisitions

The table below reflects the activity related to the acquisitions and dispositions of our animal hospitals and laboratories during the six months ended June 30, 2014 and 2013, respectively:

 
Six Months Ended
June 30,
 
2014
 
2013
Animal Hospitals:
 
 
 
Acquisitions
10

 
6

Acquisitions, merged
(2
)
 
(1
)
Sold, closed or merged
(5
)
 
(9
)
Net increase (decrease)
3

 
(4
)
 
 
 
 
Laboratories:
 
 
 
Acquisitions

 
1

Created
3

 

Net increase
3

 
1



4.
Acquisitions, continued
Animal Hospital Acquisitions
The purchase price allocations for the acquisitions in the table below are preliminary. However, adjustments, if any, are not expected to be material. The measurement periods for purchase price allocations do not exceed 12 months from the acquisition date. The following table summarizes the aggregate consideration for our independent animal hospitals acquired during the six months ended June 30, 2014 and 2013, respectively, (in thousands):

 
Six Months Ended
June 30,
 
2014
 
2013
Consideration:
 
 
 
  Cash
$
29,271

 
$
21,835

  Assumed debt
736

 

  Holdbacks
750

 
460

  Earnout contingent consideration
374

 
46

      Fair value of total consideration transferred
$
31,131

 
$
22,341

 
 
 
 
Allocation of the Purchase Price:
 
 
 
  Tangible assets
$
1,195

 
$
2,548

  Identifiable intangible assets
4,880

 
2,946

  Goodwill (1)
26,761

 
20,979

  Other liabilities assumed

 
(532
)
      Fair value of assets acquired
$
32,836

 
$
25,941

Noncontrolling interest
(1,705
)
 
(3,600
)
Total
$
31,131

 
$
22,341


____________________________

(1)  
We expect that $16.3 million and $20.2 million of the goodwill recorded for these acquisitions, as of June 30, 2014 and 2013, respectively, will be fully deductible for income tax purposes.

In addition to the purchase price listed above, we made cash payments for real estate acquired in connection with our purchase of animal hospitals totaling $1.5 million for the six months ended June 30, 2014. There were $0.5 million in cash payments made for real estate for the six months ended June 30, 2013.