Acquisitions - (Tables)

3 Months Ended

Mar. 28, 2020

Business Combinations [Abstract]

Schedule of Business Acquisitions, by Acquisition

The total cash and stock consideration paid by us in the Legacy Primo Acquisition is summarized below:

(in millions of U.S. dollars, except share and per share amounts)
Fair value of common shares issued to holders of Legacy Primo common stock (26,497,015 shares issued at $14.25 per share)	$	377.6
Cash to holders of Legacy Primo common stock 1	216.1
Cash paid to retire outstanding indebtedness on behalf of Legacy Primo	196.9
Settlement of pre-existing relationship	4.7
Fair value of replacement common share options and restricted stock units for Legacy Primo awards	2.9
Total consideration	$	798.2

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¹ Cash to holders of Legacy Primo common stock includes $11.5 million of cash consideration that was paid on March 30, 2020 and is accrued in accounts payable and accrued liabilities on the Consolidated Balance Sheet as of March 28, 2020.

Allocation of Purchase Price to Fair Value of Assets Acquired and Liabilities Assumed

The table below presents the preliminary purchase price allocation of the estimated acquisition date fair values of the assets acquired and the liabilities assumed:

(in millions of U.S. dollars)	Acquired Value
Cash and cash equivalents	$	1.3
Accounts receivable	21.9
Inventory	12.7
Prepaid expenses and other current assets	4.3
Property, plant and equipment	119.0
Operating lease right-of-use-assets	4.9
Goodwill	337.4
Intangible assets	361.3
Other assets	3.9
Current maturities of long-term debt	(2.2)
Accounts payable and accrued liabilities	(41.6)
Current operating lease obligations	(1.8)
Long-term debt	(5.8)
Operating lease obligations	(3.1)
Deferred tax liabilities	(11.7)
Other long-term liabilities	(2.3)
Total	$	798.2

Schedule of Finite-Lived Intangible Assets Acquired

The following table sets forth the components of identified intangible assets associated with the Legacy Primo Acquisition and their estimated weighted average useful lives:

(in millions of U.S. Dollars)	Estimated Fair Market Value	Estimated Useful Life
Customer relationships	220.0	20 years
Trade names	140.0	Indefinite
Software	1.3	3 years
Total	361.3

Schedule of Indefinite-lived Intangible Assets Acquired

The following table sets forth the components of identified intangible assets associated with the Legacy Primo Acquisition and their estimated weighted average useful lives:

(in millions of U.S. Dollars)	Estimated Fair Market Value	Estimated Useful Life
Customer relationships	220.0	20 years
Trade names	140.0	Indefinite
Software	1.3	3 years
Total	361.3

Schedule of Pro Forma Financial Information

The following unaudited pro forma financial information for the three months ended March 28, 2020 and March 30, 2019, respectively, represent the combined results of our operations as if the Legacy Primo Acquisition had occurred on December 30, 2018.

	For the Three Months Ended
(in millions of U.S. dollars, except per share amounts)	March 28, 2020		March 30, 2019
Revenue	$	514.7	$	486.9
Net loss from continuing operations	$	(13.0)	$	(36.9)
Net income (loss)	$	17.9	$	(33.9)
Net loss per common share from continuing operations, diluted	$	(0.09)	$	(0.23)
Net income (loss) per common share, diluted	$	0.13	$	(0.21)