16. Business Acquisitions

On October 31, 2011, the Company completed the purchase of Immokalee Farmers Supply, Inc., which serves the specialty vegetable producers in Southwest Florida, for a total purchase price of $3.0 million, which includes a $0.6 million payable recorded in other long-term liabilities and is based on future performance of the acquired company.

On May 1, 2010, the Company acquired two grain cleaning and storage facilities from O'Malley Grain, Inc. ("O'Malley") for a purchase price of $7.8 million. O'Malley is a supplier of consistent, high quality food-grade corn to the snack food and tortilla industries with facilities in Nebraska and Illinois.

On December 31, 2010, the Company acquired the assets of B4 Grain, Inc. ("B4"), for a purchase price of $35.1 million, including cash paid through December 31, 2010 of $31.5 million. B4 has three grain elevators located in Nebraska, two of which are owned and have a combined storage capacity of 1.9 million bushels and another that is leased with storage capacity of 1.1 million bushels. B4's focus is on their direct ship program, which complements the Company's existing direct ship program that it is currently expanding.

The goodwill recognized as a result of the O'Malley and B4 acquisitions is $1.2 million and $2.9 million, respectively, and relates to expected synergies from combining operations.

The summarized purchase price allocation for the two 2010 acquisitions is as follows:


	B4			O'Malley			Total
Current assets	$	44,428		$	4,097		$	48,525
Intangible assets		350			1,375			1,725
Goodwill		2,850			1,231			4,081
Property, plant and equipment		1,879			5,959			7,838
Other long-term assets		1,005			111			1,116
Current liabilities		(15,383	)		(4,864	)		(20,247	)
Other long-term liabilities		—			(126	)		(126	)

Total purchase price (a)	$	35,129		$	7,783		$	42,912

(a)	Of the $35.1 million purchase price for B4, $0.8 million remained in accounts payable and a $2.8 million earn-out provision remained in other-long term liabilities in the Company's balance sheet at December 31, 2010.

Approximately $1.1 million of the O'Malley intangible assets (which include customer lists and a non-compete agreement) are being amortized over 5 years. The other $0.3 million (which consists of a grower's list) is being amortized over 3 years.

The B4 intangible assets include $0.1 million for a non-compete agreement and $0.3 million for a customer list. The non-compete agreement is being amortized over 5 years and the customer list is being amortized over 3 years. The purchase agreement for B4 includes an earn-out provision. The prior owners of B4 have the ability to receive an additional $3.5 million if certain income levels are achieved over the next five years. The estimated fair value of this contingent liability is $2.8 million and is recorded in other long-term liabilities in the Company's balance sheet. In addition to the $2.8 million of contingent consideration, there is an additional $0.8 million of the initial purchase price that remained unpaid at December 31, 2010. This is recorded in accounts payable in the Company's balance sheet.