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ACQUISITIONS
3 Months Ended
Mar. 31, 2016
Business Combinations [Abstract]  
ACQUISITIONS

NOTE 2 – ACQUISITIONS

The following table summarizes the locations of our acquisitions for the three months ended March 31, 2016

 

Acquisition Locations

 

2016

 

United States

 

 

5

 

Romania

 

 

1

 

Spain

 

 

1

 

Total

 

 

7

 

 

During the quarter ended March 31, 2016, we completed seven acquisitions. Domestically, we acquired 100% of the stock of one regulated waste business and selected assets of four secure information destruction businesses. Internationally, we acquired selected assets of one regulated waste business in Romania and one in Spain.

The following table summarizes the aggregate purchase price paid for acquisitions and other adjustments of consideration to be paid for acquisitions during the three months ended March 31:

 

In thousands

 

 

 

 

 

 

 

 

 

 

Three Months Ended March 31,

 

 

 

2016

 

 

2015

 

Cash

 

$

24,884

 

 

$

34,210

 

Promissory notes

 

 

11,595

 

 

 

7,618

 

Deferred consideration

 

 

1,361

 

 

 

624

 

Contingent consideration

 

 

57

 

 

 

13,301

 

Total purchase price

 

$

37,897

 

 

$

55,753

 

 

For financial reporting purposes, our acquisitions were accounted for using the acquisition method of accounting. These acquisitions resulted in the 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 growth strategy. During the three months ended March 31, 2016, we recognized a net increase in goodwill of $25.5 million, excluding the effect of foreign currency translation (see Note 9 – Goodwill and Other Intangible Assets). A net increase of $23.7 million was assigned to our United States reportable segment, and a net increase of $1.8 million was assigned to our International reportable segment. Approximately $20.7 million of the goodwill recognized during the three months ended March 31, 2016 will be deductible for income taxes.

During the three months ended March 31, 2016, we recognized a net increase in intangible assets from acquisitions of $8.4 million, excluding the effect of foreign currency translation. The changes include $7.7 million in the estimated fair value of acquired customer relationships with amortizable lives of 10 to 40 years and $0.7 million in covenant not-to-compete with an amortizable life of 5 years.

The purchase prices for these acquisitions in excess of acquired tangible and identifiable intangible assets have been primarily allocated to goodwill, and are preliminary, pending completion of certain intangible asset valuations and finalization of the opening balance sheet. The following table summarizes the preliminary purchase price allocation for current period acquisitions and other adjustments to purchase price allocations during the three months ended March 31:

 

In thousands

 

 

 

Three Months Ended March 31,

 

 

 

2016

 

 

2015

 

Fixed assets

 

$

3,345

 

 

$

(1,477

)

Intangibles

 

 

8,436

 

 

 

19,791

 

Goodwill

 

 

25,519

 

 

 

41,190

 

Accounts receivable

 

 

1,715

 

 

 

4,217

 

Net other assets/ (liabilities)

 

 

133

 

 

 

59

 

Current liabilities

 

 

(201

)

 

 

(4,650

)

Net deferred tax liabilities

 

 

(1,050

)

 

 

(3,377

)

Total purchase price allocation

 

$

37,897

 

 

$

55,753

 

 

During the three months ended March 31, 2016 and 2015, the Company incurred $3.0 million and $3.3 million, respectively, of acquisition related expenses. These expenses are included with “Selling, general and administrative expenses” (“SG&A”) on our Condensed Consolidated Statements of Income. The results of operations of these acquired businesses have been included in the Condensed Consolidated Statements of Income from the date of the acquisition.