Annual report pursuant to Section 13 and 15(d)

Business Combinations (Tables)

v3.19.3.a.u2
Business Combinations (Tables)
12 Months Ended
Dec. 31, 2019
Business Combinations  
Schedule of revenue and net income since acquisition date included in the Condensed Consolidated Statements of Operations

Revenue and net income since the respective 2018 acquisition dates included in our Consolidated Statements of Operations were as follows, in thousands:

Year Ended December 31, 2019

Net Sales

Net Income

ADO

27,055

380

Santa Rosa

9,097

1,155

USI

378,689

34,120

$

414,841

$

35,655

Year Ended December 31, 2018

Net Sales

    

Net Income

ADO

24,766

252

Santa Rosa

6,034

602

USI

266,280

15,982

$

297,080

$

16,836

Schedule of pro forma results

Our pro forma results are presented below, in thousands:

Unaudited Pro Forma for the

Year Ended December 31,

    

2019

    

2018

Net sales

$

2,624,121

$

2,515,593

Net income

$

190,995

$

144,755

Schedule of additional expense included in the pro forma operating profit and net income

Unaudited Pro Forma for the

Year Ended December 31,

    

2019

    

2018

Amortization of intangible assets

$

$

5,025

Income tax expense (using 26.5% and 27.0% effective tax rate in 2019 and 2018, respectively)

$

$

3,700

Schedule of estimated fair values of the assets acquired and liabilities assumed, as well as the fair value of consideration transferred

The estimated fair values of the assets acquired and liabilities assumed for the 2018 acquisitions, as well as the fair value of consideration transferred, approximated the following as of December 31, 2019, in thousands:

2018 Acquisitions

Completed During the Year Ended December 31, 2018

    

ADO

    

Santa Rosa

    

USI

Total

Estimated fair values:

Cash

$

939

$

$

14,817

$

15,756

Accounts receivable

3,434

1,433

61,445

66,312

Inventories

2,337

104

14,029

16,470

Prepaid and other assets

135

7

3,439

3,581

Property and equipment

951

522

33,126

34,599

Intangible assets

14,090

1,850

165,400

181,340

Goodwill

2,631

3,014

281,364

287,009

Accounts payable

(908)

(1,099)

(17,927)

(19,934)

Accrued liabilities

(609)

(34,686)

(35,295)

Deferred tax liability

(34,469)

(34,469)

Net assets acquired

$

23,000

$

5,831

$

486,538

$

515,369

2018 Acquisitions

Completed During the Year Ended December 31, 2018

  

ADO

  

Santa Rosa

  

USI

  

Total

Fair value of consideration transferred:

Cash

$

22,172

$

5,831

$

486,538

$

514,541

Contingent consideration

828

828

Total consideration transferred

$

23,000

$

5,831

$

486,538

$

515,369

Schedule of estimates of acquired intangible assets related to the acquisitions

Estimates of acquired intangible assets related to the 2018 acquisitions are as follows, as of December 31, 2019, dollars in thousands:

    

Estimated Fair Value

    

Weighted Average Estimated Useful Life (Years)

2018 Acquisitions

Customer relationships

$

168,820

12

Trademarks and trade names

11,260

9

Non-competition agreements

1,260

5

Total intangible assets for 2018 acquisitions

$

181,340

11

Schedule of fair value of contingent consideration

The following table presents the fair value of contingent consideration as of December 31, 2019, in thousands:

    

EcoFoam

    

ADO

    

Santa Rosa

Date of Acquisition

February 27, 2017

January 10, 2018

January 18, 2018

Fair value of contingent consideration recognized at acquisition date

$

2,110

$

828

$

250

Contingent consideration at December 31, 2018

$

1,573

$

343

$

250

Additions

Change in fair value of contingent consideration during the year ended December 31, 2019

90

(343)

Payment of contingent consideration during the year ended December 31, 2019

(841)

(250)

Liability balance for contingent consideration at December 31, 2019

$

822

$

$