ACQUISITIONS AND DIVESTITURES

12 Months Ended

Dec. 31, 2011

ACQUISITIONS AND DIVESTITURES

NOTE 3—ACQUISITIONS AND DIVESTITURES

The following table summarizes the locations of our acquisitions for the years ended December 31, 2011, 2010 and 2009:

Acquisition Locations	2011		2010		2009
United States		21		13		16
Argentina		1		1		0
Brazil		4		3		0
Canada		2		0		1
Chile		1		1		2
Ireland		1		0		0
Japan		3		2		0
Mexico		0		3		0
Portugal		1		1		1
Romania		6		1		2
Spain		2		0		0
United Kingdom		3		8		1
Total		45		33		23

The following table summarizes the aggregate purchase price of our acquisitions during the years ended December 31, 2011, 2010 and 2009:

In thousands
	2011		2010		2009
Cash	$	479,661	$	190,430	$	311,891
Promissory notes		38,461		77,760		38,090
Deferred consideration		11,695		2,474		0
Contingent consideration		8,182		16,061		0
Total purchase price	$	537,999	$	286,725	$	349,981

During 2011, we completed 45 acquisitions, of which 20 were domestic regulated waste and compliance businesses, one was a domestic returns management services business and 24 were international regulated waste businesses. In Mexico, we sold our 55% majority ownership of a regulated waste business for approximately $3.3 million resulting in an immaterial gain. We also increased our majority share in a previous acquisition in Brazil from 70% to 82.5%.

In 2011, we recognized $342.5 million in goodwill related to current year acquisitions and prior year allocation adjustments, of which $233.4 million was assigned to our United States reporting segment and $109.1 million was assigned to our International reporting segment (see Note 11—Goodwill and Other Intangible Assets to the Consolidated Financial Statements). Tax deductible goodwill, pending final acquisition accounting, was approximately $50.6 million, $49.6 million and $73.3 million for the years 2011, 2010 and 2009, respectively.

In 2011, we recognized $206.8 million in intangible assets of which $190.4 million represents the estimated fair value of acquired customer relationships with amortizable lives of 14-40 years, $14.5 million in permits with indefinite lives, $1.3 million in a tradename with an amortizable life of 15 years, and $0.6 million in covenants not-to-compete with amortizable lives of 5 years. The allocation of acquisition price is preliminary pending completion of certain intangible asset valuations and completion accounts.

The following table summarizes purchase price allocation for our acquisitions for the years ended December 31, 2011, 2010 and 2009:

In thousands
	2011			2010			2009
Fixed assets	$	29,897		$	19,020		$	32,927
Intangibles		206,775			113,632			99,183
Goodwill		342,486			203,003			243,814
Net other assets		21,016			11,491			15,910
Debt		(1,240	)		(22,774	)		(16,047	)
Net deferred tax liabilities		(60,437	)		(22,716	)		(16,019	)
Noncontrolling interests		(498	)		(14,931	)		(9,787	)
	$	537,999		$	286,725		$	349,981

For financial reporting purposes, our 2011 and 2010 acquisitions were accounted for using the acquisition method of accounting. These acquisitions resulted in recognition of goodwill in our financial statements reflecting the premium paid to acquire businesses that we believe are complementary to our existing operations and fit our strategy. The Company incurred $16.7 million and $9.5 million of acquisition related expenses during the years ended December 31, 2011 and 2010, respectively. These expenses are identified on our Consolidated Statements of Income as part of “Selling, general and administrative expenses”.

The results of operations of these acquired businesses have been included in the consolidated statements of income from the date of the acquisition. Because we integrate acquisitions into our current structure in order to achieve cost synergies, the effect of acquisitions on net income is not practical to estimate. The 2011 estimated impact to revenues of these acquisitions was $89.3 million. The estimated annualized revenues from these acquisitions were approximately $184.5 million. The following consolidated pro forma information is based on the assumption that these acquisitions all occurred on January 1, 2011 and 2010.

In thousands
	2011		2010
Revenue	$	1,771,248	$	1,623,888