XML 24 R9.htm IDEA: XBRL DOCUMENT v2.3.0.15
Acquisition of Businesses
9 Months Ended
Sep. 30, 2011
Acquisition of Businesses [Abstract] 
Acquisition of Businesses
Note 3. Acquisition of Businesses
On September 16, 2011, Viad acquired the Denali Backcountry Lodge and Denali Cabins for $15.3 million in cash. Denali Backcountry Lodge is the largest of three lodges located within Denali National Park and Preserve in Alaska and Denali Cabins consist of 46 guest cabins near the entrance to Denali National Park. Denali will operate as a separate business unit within the Travel & Recreation Group. The following information represents the preliminary amounts assigned to the assets and liabilities of Denali as of the date of acquisition:
         
    (in thousands)  
Other current assets
  $ 43  
Property and equipment
    11,090  
Goodwill
    3,482  
Other intangible assets
    818  
 
     
Total assets acquired
    15,433  
 
     
 
       
Customer deposits
    (38 )
Other current liabilities
    (90 )
 
     
Total liabilities acquired
    (128 )
 
     
 
       
Purchase price
  $ 15,305  
 
     
The Company recorded $3.5 million of goodwill in connection with the transaction, which is included in the Travel & Recreation Group. The primary factor that contributed to a purchase price resulting in the recognition of goodwill relates to future growth opportunities. The entire amount of the goodwill is expected to be deductible for tax purposes over a period of 15 years. The amount assigned to other intangible assets includes $633,000 related to non-amortized trade names, $100,000 related to customer relationships and $85,000 related to a non-compete agreement. Transaction costs related to the acquisition were insignificant. The results of operations of Denali have been included in Viad’s consolidated financial statements from the date of acquisition.
On June 29, 2011, Viad acquired St. Mary Lodge & Resort (“St. Mary”) for $15.3 million in cash. St. Mary is a 115-room hotel located outside of Glacier National Park’s east entrance and is operated by Glacier Park within the Travel & Recreation Group. The following information represents the preliminary amounts assigned to the assets and liabilities of St. Mary as of the date of acquisition:
         
    (in thousands)  
Cash and cash equivalents
  $ 21  
Other current assets
    715  
Property and equipment
    13,058  
Goodwill
    2,583  
Other intangible assets
    60  
 
     
Total assets acquired
    16,437  
 
     
 
       
Customer deposits
    (684 )
Other current liabilities
    (46 )
Other long-term liabilities
    (382 )
 
     
Total liabilities acquired
    (1,112 )
 
     
 
       
Purchase price
  $ 15,325  
 
     
The Company recorded $2.6 million of goodwill in connection with the transaction, which is included in the Travel & Recreation Group. The primary factor that contributed to a purchase price resulting in the recognition of goodwill relates to future growth opportunities. The entire amount of the goodwill is expected to be deductible for tax purposes over a period of 15 years. The amount assigned to other intangible assets includes $60,000 related to a non-amortized business license. Transaction costs related to the acquisition were insignificant. The results of operations of St. Mary have been included in Viad’s consolidated financial statements from the date of acquisition.
On January 5, 2011, Viad acquired Grouse Mountain Lodge for $10.5 million in cash. Grouse Mountain Lodge is a 145-room hotel located in Whitefish, Montana, and is operated by Glacier Park within the Travel & Recreation Group. The following information represents the preliminary amounts assigned to the assets and liabilities of Grouse Mountain Lodge as of the date of acquisition:
         
    (in thousands)  
Cash and cash equivalents
  $ 9  
Other current assets
    126  
Property and equipment
    8,750  
Goodwill
    1,331  
Other intangible assets
    400  
 
     
Total assets acquired
    10,616  
 
     
 
       
Customer deposits
    (99 )
Other current liabilities
    (12 )
 
     
Total liabilities acquired
    (111 )
 
     
 
       
Purchase price
  $ 10,505  
 
     
The Company recorded $1.3 million of goodwill in connection with the transaction, which is included in the Travel & Recreation Group. The primary factor that contributed to a purchase price resulting in the recognition of goodwill relates to future growth opportunities. The entire amount of the goodwill is expected to be deductible for tax purposes over a period of 15 years. The amount assigned to other intangible assets includes $400,000 related to a non-amortized business license. Transaction costs related to the acquisition were insignificant. The results of operations of Grouse Mountain Lodge have been included in Viad’s consolidated financial statements from the date of acquisition.
The following table summarizes the unaudited pro forma results of operations of Viad for the three and nine months ended September 30, 2011 and 2010, assuming that the acquisitions of Denali, St. Mary and Grouse Mountain Lodge had each been completed at the beginning of each period:
                                 
    Three months ended September 30,     Nine months ended September 30,  
    2011     2010     2011     2010  
    (in thousands, except per share data)  
Revenue
  $ 221,335     $ 227,169     $ 752,868     $ 673,567  
Net income attributable to Viad
  $ 2,869     $ 7,114     $ 17,158     $ 6,852  
Diluted net income per share
  $ 0.14     $ 0.35     $ 0.84     $ 0.33  
Basic net income per share
  $ 0.14     $ 0.35     $ 0.84     $ 0.33