Quarterly report pursuant to Section 13 or 15(d)

Business Combinations (Tables)

v3.19.3
Business Combinations (Tables)
9 Months Ended
Sep. 30, 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 condensed consolidated statements of operations were as follows, in thousands:

Three Months Ended September 30, 2019

Nine Months Ended September 30, 2019

    

Net Sales

    

Net Income

Net Sales

Net Income

ADO

7,181

58

20,057

129

Santa Rosa

2,377

338

6,919

939

USI

96,368

8,327

284,757

26,223

$

105,926

$

8,723

$

311,733

$

27,291

Schedule of pro forma results Our pro forma results are presented below, in thousands:

Unaudited Pro Forma for the

Nine Months Ended September 30,

    

2019

    

2018

Net sales

$

1,961,771

$

1,878,179

Net income

$

145,011

$

105,410

Schedule of additional expense included in the pro forma operating profit and net income Our pro forma results are presented below, in thousands:

Unaudited Pro Forma for the

Nine Months Ended September 30,

    

2019

    

2018

Amortization of intangible assets

$

$

5,039

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

$

$

3,407

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, are presented below as of September 30, 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

Deferred consideration

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 September 30, 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, 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 nine months ended September 30, 2019

71

(220)

Payment of contingent consideration during the nine months ended September 30, 2019

(841)

(250)

Liability balance for contingent consideration at September 30, 2019

$

803

$

123

$