XML 18 R9.htm IDEA: XBRL DOCUMENT
v3.22.2

Business Combinations | 6 Months Ended
--- | ---
Jun. 30, 2022
Business Combinations [Abstract] |
Business Combinations | 2. Business Combinations On April 1, 2022, we acquired certain assets and operations of Panel Truss of Longview, Inc., Panel Truss – Hearne, LLC, Case-Hill, Inc., Panel Truss-Dallas, LLC, Truss Ops Trucking, LLC and Truss Ops, LLC (the “Texas Panel Truss Businesses”), and Panel Truss – Oakwood, LLC Panel Truss – Townville, LLC and Panel Truss – Ringgold, LLC (the “East Panel Truss Businesses”) for approximately $89.1 million and $79.6 million, which includes $7.0 million of contingent and deferred consideration. Each of the acquired businesses provides building components primarily to multi-family markets, serving such markets in Texas, Georgia and South Carolina. On April 1, 2022, we acquired substantially all of the assets and operations of Valley Truss Co., Inc. ("Valley Truss") for approximately $31.6 million, which includes $0.4 million of deferred consideration. Valley Truss is a manufacturer of floor and roof trusses located in Boise, Idaho. Each of these acquisitions were funded with a combination of cash on hand and borrowings under our 2026 revolving credit facility (“2026 facility"). These transactions were accounted for by the acquisition method, and accordingly the results of operations have been included in the Company’s consolidated financial statements from the acquisition date. The purchase price was allocated to the assets acquired and liabilities assumed based on estimated fair values at the acquisition date, with the excess of purchase price over the estimated fair value of the net assets acquired recorded as goodwill. The following table summarizes the aggregate fair values of the assets acquired and liabilities assumed for the acquisitions described above:
|  | Total |
|  | (in thousands) |
Accounts receivable |  | $ | 34,959 |
Inventories |  |  | 19,544 |
Property, plant and equipment |  |  | 16,118 |
Operating lease right-of-use assets |  |  | 9,795 |
Goodwill |  |  | 66,099 |
Intangible assets |  |  | 66,601 |
Total assets |  | $ | 213,116 |
Accounts payable |  | $ | 125 |
Accrued liabilities |  |  | 168 |
Contract liabilities |  |  | 2,712 |
Operating lease liabilities |  |  | 9,795 |
Total liabilities |  | $ | 12,800 |
Total consideration transferred |  | $ | 200,316 |

X
- 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://fasb.org/us-gaap/role/ref/legacyRef -Publisher FASB -Name Accounting Standards Codification -Topic 805 -URI https://asc.fasb.org/topic&trid=2303972 Reference 2: http://www.xbrl.org/2003/role/disclosureRef -Publisher FASB -Name Accounting Standards Codification -Topic 805 -SubTopic 20 -Section 50 -Paragraph 5 -Subparagraph (b) -URI https://asc.fasb.org/extlink&oid=128092470&loc=d3e4946-128472 + Details
Name: | us-gaap_BusinessCombinationDisclosureTextBlock
Namespace Prefix: | us-gaap_
Data Type: | dtr-types:textBlockItemType
Balance Type: | na
Period Type: | duration

X
- References No definition available. + Details
Name: | us-gaap_BusinessCombinationsAbstract
Namespace Prefix: | us-gaap_
Data Type: | xbrli:stringItemType
Balance Type: | na
Period Type: | duration