XML 65 R20.htm IDEA: XBRL DOCUMENT v2.4.0.6
Acquisitions
 9 Months Ended
Apr. 30, 2013
Business Combinations [Abstract]  
Acquisitions

NOTE 13 - Acquisitions

During the nine months ended April 30, 2013, the Company acquired a salvage vehicle auction business in Brazil and an auction platform in Germany for a total purchase price of $34.9 million.

These acquisitions were undertaken because of their strategic fit and have been accounted for using the purchase method in accordance with ASC 805, Business Combinations, which has resulted in the recognition of goodwill in the Company's consolidated financial statements. This goodwill arises because the purchase price reflects a number of factors including their future earnings and cash flow potential; the multiple to earnings, cash flow and other factors at which similar businesses have been purchased by other acquirers, the competitive nature of the process by which the Company acquired the businesses; and because of the complementary strategic fit and resulting synergies brought to existing operations. The goodwill arising from these acquisitions is within Level III of the fair value hierarchy as it is valued using unobservable inputs from third party valuation specialists. Goodwill is not amortized for financial reporting purposes, but is amortized for tax purposes. Intangible assets acquired included covenants not to compete, supply contracts, trade names, licenses and databases and software with useful life ranging from 5 to 8 years. The purchase price allocation for Germany is not final for intangible assets acquired due to final valuation by the Company's third party valuation specialists. The Company believes the potential changes to its preliminary purchase price allocation will not have a material impact on the Company's condensed consolidated financial position and results of operations.

The following table summarizes the preliminary purchase price allocation based on the estimated fair values of the assets acquired and liabilities assumed (in thousands) for these acquisitions:

Total cash paid, net of cash acquired $ 31,243
Contingent consideration 3,690
Total acquisition price $ 34,933
Allocation of the acquisition price:
Accounts receivable and prepaid expenses 848
Property and equipment 15,425
Intangible assets 9,197
Goodwill recorded during the period 13,456
Liabilities assumed (3,993 )
Fair value of net assets and liabilities acquired $ 34,933

The acquisitions do not result in a significant change in the Company's consolidated results of operations individually nor in the aggregate; therefore pro forma financial information has not been presented. The operating results have been included in the Company's condensed consolidated financial position and results of operations since the acquisition dates. The acquisition-related expenses incurred during the nine months ended April 30, 2013 were not significant and are included in general and administrative expenses in the Company's condensed consolidated financial position and results of operations.