NOTE 3 – ACQUISITIONS

The following table summarizes the locations of our acquisitions for the years ended December 31, 2015, 2014 and 2013:

Acquisition Locations	2015		2014		2013
United States		19		17		13
Argentina		—		2		3
Brazil		2		3		2
Canada		2		2		3
Chile		—		3		1
Ireland		1		—		—
Japan		—		2		3
Mexico		3		—		1
Netherlands		2		—		—
Portugal		—		5		2
Romania		4		3		6
Republic of Korea		6		1		—
Spain		4		3		3
United Kingdom		—		3		12
Total		43		44		49

During 2015, we completed 43 acquisitions, of which 19 were domestic and 24 were international. Domestically, we acquired selected assets of eleven regulated waste businesses, 100% of the stock of two regulated waste businesses, selected assets of one communication services business and 100% of the stock of another communication services business. Additionally, we acquired selected assets of four secure information destruction businesses.

In Brazil, we acquired 100% of the stock of two regulated waste businesses. In Canada, we acquired 100% of the stock of one communication services and one secure information destruction business. In Ireland, we acquired 100% of the stock of one regulated waste business. In Mexico, we acquired 100% of the stock of two regulated waste businesses and selected assets of another. In the Netherlands, which represents a new market for us, we acquired 100% of the stock of one regulated waste business and selected assets of another. In Romania, we acquired selected assets of three regulated waste businesses and 100% of the stock of another. In the Republic of Korea, we acquired selected assets of six regulated waste businesses. In Spain, we acquired selected assets of four regulated waste businesses.

The following table summarizes the aggregate purchase price paid for acquisitions and other adjustments of consideration to be paid for acquisitions during the years ended December 31, 2015, 2014 and 2013:

In thousands
	2015		2014		2013
Cash	$	2,419,437	$	374,321	$	161,936
Promissory notes		64,072		125,229		64,581
Deferred consideration		3,172		3,535		31,149
Contingent consideration		12,945		17,174		4,371
Total purchase price	$	2,499,626	$	520,259	$	262,037

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 twelve months ended December 31, 2015, we recognized a net increase in goodwill of $1.42 billion excluding the effect of foreign currency translation (see Note 11 – Goodwill and Other Intangible Assets in the Notes to the Consolidated Financial Statements). A net increase of $1.13 billion was assigned to our United States reportable segment, and a net increase of $289.1 million was assigned to our International reportable segment. Approximately $528.6 million of the goodwill recognized during the twelve months ended December 31, 2015 will be deductible for income taxes.

During the twelve months ended December 31, 2015, we recognized a net increase in intangible assets from acquisitions of $1.05 billion, excluding the effect of foreign currency translation. The changes include $599.4 million in the estimated fair value of acquired customer relationships with amortizable lives of 10 to 40 years, $1.4 million in permits with indefinite lives, $423.3 million in tradenames with indefinite lives, and $27.9 million in other intangibles with amortizable lives of 3 to 20 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 the completion of certain intangible asset valuations and completion accounts. The following table summarizes the preliminary purchase price allocation for current period acquisitions and other adjustments to purchase price allocations during the years ended December 31, 2015, 2014 and 2013:

In thousands
	2015			2014			2013
Fixed assets	$	198,145		$	98,916		$	15,582
Intangibles		1,052,016			276,798			92,398
Goodwill		1,422,673			235,597			179,795
Accounts receivable		135,800			68,019			19,920
Net other assets/ (liabilities)		18,133			(11,702	)		3,260
Environmental remediation liabilities		—			(32,383	)		—
Current liabilities		(91,522	)		(67,334	)		(23,200	)
Debt		(4,966	)		(22,102	)		(7,512	)
Net deferred tax liabilities		(230,653	)		(18,769	)		(13,995	)
Noncontrolling interests		—			(6,781	)		(4,211	)
Total purchase price allocation	$	2,499,626		$	520,259		$	262,037

During the twelve months ended December 31, 2015, 2014 and 2013 the Company incurred $39.1 million, $13.3 million, and $10.3 million, respectively, of acquisition related expenses. These expenses are included with “Selling, general and administrative expenses” (“SG&A”) on our Consolidated Statements of Income.

Included in the acquisitions discussed above, is the acquisition of Shred-it International ULC, an Alberta unlimited liability corporation (“SII”), Shredit JV LP, an Ontario limited partnership (“Shred-it JV”), Boost GP Corp., an Ontario corporation (“Boost GP”), and Boost Holdings LP, an Ontario limited partnership (together with SII, Shred-it JV and Boost GP, “Shred-it”). On October 1, 2015, we acquired Shred-it for an aggregate purchase price of $2.3 billion in cash. Shred-it is the global leader in secure information destruction, a highly complementary service to our regulated waste and compliance services and will provide operational synergies stemming from our core competencies in route logistics and lean management systems.

The following table summarizes the preliminary purchase price allocation by major asset acquired and liability assumed, as well as the amount of goodwill recognized for Shred-it acquisition and in aggregate for all other 2015 acquisitions:

In thousands
	Shred-it Acquisition			Other Acquisitions			Total
Fixed assets	$	174,250		$	23,895		$	198,145
Intangibles		955,000			97,016			1,052,016
Goodwill		1,333,046			89,627			1,422,673
Accounts receivable		117,541			18,259			135,800
Net other assets/ (liabilities)		16,738			1,395			18,133
Current liabilities		(72,178	)		(19,344	)		(91,522	)
Debt		—			(4,966	)		(4,966	)
Net deferred tax liabilities		(220,505	)		(10,148	)		(230,653	)
Total purchase price allocation	$	2,303,892		$	195,734		$	2,499,626

The amounts in the table above are subject to change upon finalization of asset valuations and completion accounts. We used various techniques to determine fair value:

• For fixed assets, we used a Market Approach to make preliminary estimates of fair value.

• For customer relationships, we used an Income Approach using the Multi-Period Excess Earnings Method (“MPEEM”) to make preliminary estimates of fair value of $534.0 million.

• For the Shred-it tradename, we used an Income Approach using the Relief from Royalties method to make preliminary estimates of fair value of $421.0 million.

The results of operations of these acquired businesses have been included in the consolidated statements of income from the date of the acquisition. Our revenues for the twelve months ended December 31, 2015 from the aggregate acquisitions during 2015 was approximately $258.5 million, of which $177.4 million was from the Shred-it acquisition. Our pro forma earnings include estimates for intangible asset amortization expense but does not include estimated synergies as the timing and realizability of synergies is uncertain.

The pro forma results have been prepared for comparative purposes only and are not necessarily indicative of the results of operations as they would have been had the acquisitions occurred on the assumed dates. The following consolidated pro forma information on the impact of the 2015 acquisitions to our consolidated revenues and net income is based on the assumption that these acquisitions all occurred on January 1, 2014:

In thousands
	Years Ended December 31,
	2015		2014
Revenues	$	3,569,490	$	3,397,646
Net income		307,994		375,339