Business Acquisitions, Investments and Restructuring Charges

3 Months Ended

Mar. 31, 2024

Business Combination and Asset Acquisition [Abstract]

BUSINESS ACQUISITIONS, INVESTMENTS AND RESTRUCTURING CHARGES

Acquisitions

We acquired various environmental services businesses during the three months ended March 31, 2024 and 2023. The aggregate purchase price paid for these business acquisitions and the allocations of the aggregate purchase price follows:


	2024		2023
Purchase price:
Cash used in acquisitions, net of cash acquired of $0.8 and $9.5, respectively	$	41.0	$	221.9

Holdbacks	—		2.2


Total	$	41.0	$	224.1
Allocated as follows:

Accounts receivable	$	1.8	$	14.2
Prepaid expenses	—		0.8

Property and equipment	20.6		31.6




Inventory	0.1		0.9
Accounts payable	(0.4)		(5.3)
Deferred revenue	(0.2)		—



Deferred income tax liabilities	(1.3)		(9.2)
Other liabilities	(0.2)		(3.7)
Fair value of tangible assets acquired and liabilities assumed	20.4		29.3
Excess purchase price to be allocated	$	20.6	$	194.8
Excess purchase price allocated as follows:
Other intangible assets	$	4.2	$	23.4
Goodwill	16.4		171.4
Total allocated	$	20.6	$	194.8

Certain of the purchase price allocations are preliminary and based on information existing at the acquisition dates. Accordingly, the purchase price allocations are subject to change. For the acquisitions that closed during the three months ended March 31, 2024, we expect that a majority of the goodwill and intangible assets recognized as a result of these acquisitions will not be deductible for tax purposes.

These acquisitions are not material to the Company's results of operations, individually or in the aggregate. As a result, no pro forma financial information is provided.

In November 2023, we acquired all of the issued and outstanding capital stock or other ownership interests of Advanced Chemical Transport LLC (ACT). ACT's environmental solutions operations are primarily located in the western United States and provide us with additional growth opportunities in our environmental solutions line of business. The purchase price allocation is preliminary and remains subject to revision as additional information is obtained about the facts and circumstances that existed at the valuation date. The preliminary allocation of purchase price, including the value assigned to tangible and intangible assets acquired, is based on the best estimates of management and is subject to revision based on the final valuations. We expect our final valuations to be completed in the fourth quarter of 2024.

In December 2023, we acquired all of the issued and outstanding membership and other equity interests of Central Texas Refuse, LLC and an affiliate thereof (CTR). CTR's vertically integrated recycling and waste services operations are located in and around Austin, Texas and provide us with the opportunity to re-enter the high growth Austin market. The purchase price allocation is preliminary and remains subject to revision as additional information is obtained about the facts and circumstances that existed at the valuation date. The preliminary allocation of purchase price, including the value assigned to tangible and intangible assets acquired as well as certain landfill and environmental liabilities assumed, is based on the best estimates of management and is subject to revision based on the final valuations. We expect our final valuations to be completed in the fourth quarter of 2024.

Investments

In 2024, we acquired a non-controlling equity interest in a joint venture with a landfill gas-to-energy developer to construct a renewable natural gas project at one of our landfill locations in Illinois. As of March 31, 2024, we had contributed $29 million in the joint venture. The investment is accounted for under the equity method of accounting.

In 2024 and 2023, we acquired non-controlling equity interests in certain limited liability companies that qualified for investment tax credits under Section 48 of the Internal Revenue Code. In exchange for our non-controlling interests, we made capital contributions of $87.3 million and $1.5 million, which were recorded to other assets in our March 31, 2024 and 2023 consolidated balance sheets, respectively. During the three months ended March 31, 2024, we decreased the carrying value of these investments by $9.2 million and during the three months ended March 31, 2023, we increased the carrying value of these investments by $1.3 million, as a result of cash distributions and our share of income and loss pursuant to the terms of the limited liability company agreements. Additionally, our tax provisions reflect benefits of approximately $8 million for the three months ended March 31, 2024 due to the tax credits related to these investments, compared to no benefits for the three months ended March 31, 2023. For further discussion of the income tax benefits, refer to Note 11, Income Taxes, in Part II, Item 8 of our Annual Report on Form 10-K for the year ended December 31, 2023.

Restructuring Charges

During the three months ended March 31, 2024 and 2023, we incurred restructuring charges of $5.9 million and $5.5 million, respectively. These charges related to the redesign of our asset management, and customer and order management software systems. During the three months ended March 31, 2024 and 2023, we paid $5.7 million and $5.0 million, respectively, related to these restructuring efforts.