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ACQUISITIONS | 12 Months Ended
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Dec. 31, 2017
Business Combinations [Abstract] |
ACQUISITIONS | ACQUISITIONS On August 31, 2017, we acquired all of the outstanding shares of Milgram & Company Ltd. ("Milgram") for the purpose of expanding our global presence and bringing additional capabilities and expertise to our portfolio. Total purchase consideration, net of cash acquired, was $47.3 million, which was paid in cash. We used advances under the Credit Agreement to fund part of the cash consideration. Identifiable intangible assets and estimated useful lives are as follows (dollars in thousands):
| Estimated Life (years) |  |
Customer relationships | 7 |  | $ | 14,004 |
There was $28.6 million of goodwill recorded related to the acquisition of Milgram. The Milgram goodwill is a result of acquiring and retaining the Milgram existing workforce and expected synergies from integrating its business into ours. Purchase accounting is considered preliminary, subject to revision primarily related to certain income tax related balances expected to be finalized in 2018. The goodwill is not deductible for tax purposes. The results of operations of Milgram have been included in our consolidated financial statements since September 1, 2017. Pro forma financial information for prior periods is not presented because we believe the acquisition to be not material to our consolidated results. On September 30, 2016, we acquired all of the outstanding stock of APC Logistics (“APC”) for the purpose of expanding our global presence and bringing additional capabilities and expertise to the company’s portfolio. Total purchase consideration was $229.4 million, which was paid in cash. We used advances under the Credit Agreement to fund part of the cash consideration. The following is a summary of the allocation of purchase price consideration to the estimated fair value of net assets for the acquisition of APC (in thousands):
Cash and cash equivalents | $ | 10,181 |
Receivables | 37,190 |
Other current assets | 2,609 |
Property and equipment | 1,696 |
Identifiable intangible assets | 78,842 |
Goodwill | 132,797 |
Other noncurrent assets | 70 |
Long term deferred tax asset | 814 |
Total assets | 264,199 |
Accounts payable | (22,147 | )
Accrued expenses | (12,700 | )
Net assets acquired | $ | 229,352 |
Identifiable intangible assets and estimated useful lives are as follows (dollars in thousands):
| Estimated Life (years) |  |
Customer relationships | 7 |  | $ | 78,842 |
The APC goodwill is a result of acquiring and retaining the APC existing workforce and expected synergies from integrating their business into ours. Purchase accounting is considered final. The goodwill will not be deductible for tax purposes. The results of operations of APC have been included in our consolidated financial statements since October 1, 2016. Pro forma financial information for prior periods is not presented because we believe the acquisition to be not material to our consolidated results. On January 1, 2015, we acquired all of the outstanding stock of Freightquote.com, Inc., (“Freightquote”) for the purpose of enhancing our less than truckload (“LTL”) and truckload businesses and expanding our ecommerce capabilities. Total purchase consideration was $398.6 million, which was paid in cash. We used advances under the Credit Agreement to fund part of the cash consideration. The following is a summary of the allocation of purchase consideration to the estimated fair value of net assets for the acquisition of Freightquote (in thousands):
Cash and cash equivalents | $ | 29,302 |
Receivables | 56,228 |
Other current assets | 2,395 |
Property and equipment | 43,687 |
Identifiable intangible assets | 37,800 |
Goodwill | 287,220 |
Trademarks | 8,600 |
Other noncurrent assets | 3,421 |
Total assets | 468,653 |
Accounts payable | (44,622 | )
Accrued expenses | (5,485 | )
Other liabilities | (19,939 | )
Net assets acquired | $ | 398,607 |
Following are the details of the purchase price allocated to the intangible assets acquired (dollars in thousands):
| Estimated Life (years) |  |
Customer relationships | 5 |  | $ | 37,500 |
Noncompete agreements | 5 |  | 300 |
Total identifiable intangible assets |  |  | $ | 37,800 |
We also acquired a trademark valued at $8.6 million, which has been determined to be indefinite-lived. The Freightquote goodwill is a result of acquiring and retaining the Freightquote existing workforce and expected synergies from integrating their business into ours. Purchase accounting is considered final. The goodwill will not be deductible for tax purposes. The results of operations of Freightquote have been included in our consolidated financial statements since the acquisition date of January 1, 2015.

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- Definition The entire disclosure for a business combination (or series of individually immaterial business combinations) completed during the period, including background, timing, and recognized assets and liabilities. The disclosure may include leverage buyout transactions (as applicable). + References Reference 1: http://www.xbrl.org/2003/role/presentationRef -Publisher FASB -Name Accounting Standards Codification -Topic 805 -URI http://asc.fasb.org/topic&trid=2303972 + Details
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