BUSINESS COMBINATIONS

12 Months Ended

Dec. 31, 2019

BUSINESS COMBINATIONSIn fiscal year 2019, we acquired nine businesses: three tuck-in solid waste collection businesses in our Eastern region; and four tuck-in solid waste collection businesses, a business comprised of solid waste collection, transfer and recycling operations, and a business comprised of solid waste hauling and transfer assets in our Western region. In fiscal year 2018 we acquired nine businesses: six solid waste collection businesses and one transfer business in our Western region; and two businesses comprised of solid waste collection and transfer operations in our Eastern region. In fiscal year 2017, we acquired four businesses: one solid waste collection business in our Eastern region; and three solid waste collection businesses in our Western region. The operating results of these businesses are included in the accompanying audited consolidated statements of operations from each date of acquisition, and the purchase price has been allocated to the net assets acquired based on fair values at each date of acquisition, with the residual amounts recorded as goodwill. Acquired intangible assets other than goodwill that are subject to amortization include client lists and non-compete covenants. These are amortized over a five to ten-year period from the date of acquisition. All amounts recorded to goodwill in fiscal years 2019 and 2018, except goodwill related to certain acquisitions are expected to be deductible for tax purposes.

The purchase price paid for these acquisitions and the allocation of the purchase price is as follows:


	Fiscal Year Ended December 31,
	2019		2018		2017
Purchase Price:
Cash used in acquisitions, net of cash acquired	$	72,118	$	86,686	$	4,823
Notes payable	2,714		—		2,400
Class A common stock issued	—		4,258		—
Other non-cash considerations	5,470		—		101
Contingent consideration and holdbacks	1,875		8,521		736
Total	82,177		99,465		8,060
Current assets	2,051		3,276		93
Non-current assets	367		—		—
Land	2,487		—		—
Buildings	5,422		7,889		—
Equipment	20,482		23,882		2,994
Other liabilities, net	(3,122)		(4,708)		(49)
Deferred tax liability	(2,385)		(937)		—
Intangible assets	31,171		29,934		2,334
Fair value of assets acquired and liabilities assumed	56,473		59,336		5,372
Excess purchase price to be allocated to goodwill	$	25,704	$	40,129	$	2,688

The following unaudited pro forma combined information shows our operational results as though each of the acquisitions completed had occurred as of January 1, 2017.


	Fiscal Year Ended December 31,
	2019		2018		2017
Revenues	$	773,845	$	752,916	$	708,909
Operating income (loss)	$	56,997	$	49,893	$	(1,061)
Net income (loss)	$	33,893	$	12,167	$	(15,291)
Basic weighted average shares outstanding	47,226		42,688		41,846
Basic earnings (loss) per common share	$	0.72	$	0.29	$	(0.37)
Diluted weighted average shares outstanding	47,966		44,168		41,846
Diluted earnings (loss) per common share	$	0.71	$	0.28	$	(0.37)

The pro forma results have been prepared for comparative purposes only and are not necessarily indicative of the actual results of operations had the acquisitions taken place as of January 1, 2017 or the results of our future operations. Furthermore, the pro forma results do not give effect to all cost savings or incremental costs that may occur as a result of the integration and consolidation of the completed acquisitions.