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Acquisitions

9 Months Ended

Sep. 30, 2019

7.ACQUISITIONS

The Company acquired 13 individually immaterial non-hazardous solid waste collection, transfer and disposal businesses during the nine months ended September 30, 2019. The total acquisition-related costs incurred during the nine months ended September 30, 2019 for these acquisitions was $8,057. These expenses are included in Selling, general and administrative expenses in the Company’s Condensed Consolidated Statements of Net Income.

The Company acquired 15 individually immaterial non-hazardous solid waste collection, recycling, transfer and disposal businesses during the nine months ended September 30, 2018. The purchase price for one of these acquisitions included contingent consideration of $11,593, representing the fair value of up to $12,582 of amounts payable to the former owners based on the achievement of certain operating targets specified in the asset purchase agreement. The fair value of the contingent consideration was determined using probability assessments of the expected future cash flows over the three-year period in which the obligation is expected to be settled, and applying a discount rate of 2.7%. As of September 30, 2019, the obligation recognized at the purchase date has not materially changed. Any changes in the fair value of the contingent consideration subsequent to the acquisition date will be charged or credited to expense until the contingency is settled. The total acquisition-related costs incurred during the nine months ended September 30, 2018 for these acquisitions was $4,907. These expenses are included in Selling, general and administrative expenses in the Company’s Condensed Consolidated Statements of Net Income.

The results of operations of the acquired businesses have been included in the Company’s Condensed Consolidated Financial Statements from their respective acquisition dates. The Company expects these acquired businesses to contribute towards the achievement of the Company’s strategy to expand through acquisitions. Goodwill acquired is attributable to the synergies and ancillary growth opportunities expected to arise after the Company’s acquisition of these businesses.

The following table summarizes the consideration transferred to acquire these businesses and the preliminary amounts of identifiable assets acquired and liabilities assumed at the acquisition dates for the acquisitions consummated in the nine months ended September 30, 2019 and 2018:


	2019		2018
	Acquisitions		Acquisitions
Fair value of consideration transferred:
Cash	$	420,392	$	500,064
Debt assumed		50,574		65,010
		470,966		565,074

Recognized amounts of identifiable assets acquired and liabilities assumed associated with businesses acquired:
Accounts receivable		15,042		12,817
Prepaid expenses and other current assets		5,079		2,355
Property and equipment		210,105		346,275
Long-term franchise agreements and contracts		14,838		10,888
Customer lists		28,467		27,330
Permits and other intangibles		17,835		31,183
Other assets		7		19
Accounts payable and accrued liabilities		(11,310)		(3,982)
Deferred revenue		(9,128)		(4,169)
Contingent consideration		(1,003)		(11,669)
Other long-term liabilities		(8,707)		(15,532)
Deferred income taxes		(13,287)		(391)
Total identifiable net assets		247,938		395,124
Goodwill	$	223,028	$	169,950

Goodwill acquired during the nine months ended September 30, 2019 and 2018, totaling $81,903 and $169,559, respectively, is expected to be deductible for tax purposes.

The fair value of acquired working capital related to ten individually immaterial acquisitions completed during the twelve months ended September 30, 2019, is provisional pending receipt of information from the acquirees to support the fair value of the assets acquired and liabilities assumed. Any adjustments recorded relating to finalizing the working capital for these ten acquisitions are not expected to be material to the Company’s financial position.

The gross amount of trade receivables due under contracts acquired during the nine months ended September 30, 2019, is $16,469, of which $1,427 is expected to be uncollectible. The gross amount of trade receivables due under contracts acquired during the nine months ended September 30, 2018, is $14,015, of which $1,198 is expected to be uncollectible. The Company did not acquire any other class of receivable as a result of the acquisitions of these businesses.