Acquisitions and Divestitures

The Company's acquisition and divestiture activities are summarized below:



	Year Ended December 31,
	2015		2014		2013
	(in millions)
Acquisitions:
Purchase price	$	46.2	$	720.9	$	125.2
Net cash paid	$	46.2	$	714.4	$	73.2
Goodwill recorded	$	—	$	495.0	$	37.0

Divestitures:
Proceeds	$	51.3	$	—	$	35.6
Gain recognized	$	8.3	$	—	$	12.5
Goodwill charged off	$	17.3	$	—	$	4.8

In March 2015, we completed the acquisition of the assets of a lightweight aggregates business in our Construction Products Group with facilities located in Louisiana, Alabama, and Arkansas. As of December 31, 2015, the acquisition was recorded based on a preliminary valuation of the acquired assets and liabilities at their acquisition date fair value using level three inputs. Such assets and liabilities were not significant in relation to assets and liabilities at the consolidated or segment level. See Note 3 Fair Value Accounting for a discussion of inputs in determining fair value. The revenue and operating profit of the acquisition were not significant to the Company's consolidated statement of operations for the years end December 31, 2015 and 2014.

In June 2015, we sold the assets of our galvanizing business which included six facilities in Texas, Mississippi, and Louisiana, recognizing a gain of $8.3 million which is included in other gains on dispositions of property in the accompanying consolidated statements of operations. The assets and results of operations for this divestiture were included in the Construction Products Group.

Acquisition of Meyer Steel Structures

In August 2014, Trinity acquired the assets of Meyer Steel Structures ("Meyer"). Meyer is one of North America's leading providers of tubular steel structures for electricity transmission and distribution and is included in the Company's Energy Equipment Group. For the year ended December 31, 2014, the Company incurred $8.7 million in acquisition-related transaction costs which have been expensed in our Corporate segment and $1.5 million in non-recurring additional state income tax expense included in our consolidated provision for income taxes. The following table represents our final purchase price allocation using level three inputs (in millions):



Accounts receivable	$	29.4
Inventories	35.2
Property, plant, and equipment	70.5
Goodwill	410.2
Other assets	76.0
Accounts payable	(15.4		)
Accrued liabilities	(10.3		)
Total net assets acquired	$	595.6

Level three inputs are those that reflect our estimates about the assumptions market participants would use in determining the fair value of the asset or liability based on the best information available in the circumstances. Valuation techniques for assets and liabilities measured using level three inputs may include methodologies such as the market approach, the income approach or the cost approach and may use unobservable inputs such as projections, estimates, and management’s interpretation of current market data. These unobservable inputs are utilized only to the extent that observable inputs are not available or cost effective to obtain. Goodwill, all tax-deductible, was primarily related to the value of Meyer's market position and its existing workforce.

Based on our final valuation, other assets include intangibles arising from the Meyer acquisition as follows:



	December 31, 2015		Weighted average useful life
	(in millions)
Customer relationships	$	35.3	10.5 years
Trademarks/trade names	34.1		Indefinite
Technology	5.6		5.0 years
	$	75.0

In addition to Meyer, during the year ended December 31, 2014, we completed the acquisition of three businesses in our Energy Equipment Group located in the U.S. and Canada and one business in our Construction Products Group located in the U.S. The operating results of our 2014 acquisitions, as summarized in the following table, are included in the consolidated statements of operations from their date of acquisition, exclude transaction-related acquisition costs that are included in the Corporate segment, and include additional amortization expense resulting from the preliminary purchase price allocation:



	Year Ended December 31, 2014
	(in millions)
Revenues	$	187.4
Operating profit	$	2.4

The following table represents the pro-forma consolidated operating results of the Company as if our 2014 acquisitions had been acquired on January 1, 2013. The pro-forma information should not be considered indicative of the results that would have occurred if the acquisitions had been completed on January 1, 2013, nor is such pro-forma information necessarily indicative of future results.



	Year Ended December 31, 2014		Year Ended December 31, 2013
	(in millions)
Revenues	$	6,369.8	$	4,830.8
Operating profit	$	1,274.4	$	834.1

The aggregate purchase price related to our acquisition activity for the years ended December 31, 2015, 2014, and 2013 by segment follows:



	Year ended December 31,
	2015		2014		2013
	(in millions)
Rail Group	$	—	$	—	$	23.1
Construction Products Group	46.2		6.1		74.2
Energy Equipment Group	—		714.8		27.9
	$	46.2	$	720.9	$	125.2

Discontinued operation - Ready-Mix Concrete Operations

During the year ended December 31, 2013, the Company sold its remaining ready-mix concrete operations in exchange for certain aggregates operations in Texas, Colorado, and California. The fair value of the proceeds received in exchange for the divested operations was based on the Company’s estimate of fair value of the operations disposed using a discounted cash flow analysis. A gain of $12.5 million was recognized based on the fair value of the proceeds less the assets’ carrying amounts and certain transaction costs. The divestiture of our ready-mix concrete operations has been accounted for and reported as a discontinued operation.

Condensed results of operations for the ready-mix concrete operations for the years ended December 31, 2015, 2014, and 2013 are as follows:



	Year Ended December 31,
	2015		2014		2013
	(in millions)
Revenues	$	—	$	—	$	31.6

Loss from discontinued operations before income taxes	$	—	$	—	$	(1.6	)
Benefit for income taxes	—		—		(0.8		)
Net loss from discontinued operations	$	—	$	—	$	(0.8	)