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Business Combinations | 9 Months Ended
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Sep. 30, 2024
Business Combinations [Abstract] |
Business Combinations | 2. Business Combinations During the first nine months of 2024, we completed the acquisitions of Quality Door & Millwork, Inc. (“Quality Door”), Hanson Truss Components, Inc. (“Hanson Truss”), RPM Wood Products, Inc. (“RPM”), Schoeneman Bros. Company (“Schoeneman”), TRSMI, LLC (“TRSMI”), Western Truss & Components (“Western Truss”), CRi SoCal (“CRi”), Wyoming Millwork Co. (“Wyoming Millwork”), Sunrise Wood Designs, LLC (“Sunrise Wood Designs”), Reno Truss, Inc. (“Reno Truss”) and High Mountain Door and Trim, Inc. (“High Mountain”) for a combined total of approximately $265.4 million, net of cash acquired. Quality Door is a millwork distributor, serving Idaho markets in the Boise and Idaho Falls areas. Hanson Truss produces trusses, serving the areas of northern California and western Nevada. RPM provides a diverse product mix of lumber, windows, doors, millwork and trusses in northeastern Florida. Western Truss manufactures roof and floor trusses, serving central Arizona. CRi installs windows and doors in the southern California area. Schoeneman manufacturers trusses and provides building materials and products to eastern South Dakota, and western Iowa. TRSMI manufactures and distributes trusses around the Detroit, Michigan area. Wyoming Millwork serves custom and semi-custom builders with lumber and lumber sheet goods, windows, doors, millwork, trusses and other building products in Delaware. Sunrise Wood Designs is a custom cabinet manufacturer and installer to production and custom builders in North Texas. Reno Truss is a manufacturer and distributor of roof and floor trusses to single-family and multi-family markets in the Nevada area. High Mountain distributes and installs doors, windows and millwork to single-family and multi-family markets in the southern Nevada area. During the first nine months of 2023, we completed the acquisitions of Noltex Holdings, Inc. and its affiliates (“Noltex”), Builder’s Millwork Supply (“BMS”), JB Millworks (“JBM”), Church’s Lumber (“Church’s”) and Frank’s Cash and Carry (“FCC”) for a combined total of $156.7 million. Noltex manufactures trusses and provides building components to single- and multi-family customers, serving Texas markets in the Dallas-Fort Worth, San Antonio, Houston, Lubbock, and Midland areas. BMS and JBM manufacture and supply millwork and trim in the Anchorage, Alaska and Chattanooga, Tennessee areas, respectively. Church’s and FCC provide lumber and other building supplies in the broader Detroit, Michigan area and the Florida Panhandle, respectively. The acquisitions were funded with a combination of cash on hand and borrowings under our $1.8 billion revolving credit facility due January 17, 2028 (the “Revolving Facility”). The 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 dates. The purchase price was allocated to the assets acquired and liabilities assumed based on estimated fair values at the acquisition dates, with the excess of purchase price over the estimated fair value of the net assets acquired recorded as goodwill. Pro forma financial information for the acquisitions discussed above for 2024 and 2023 are not presented as these acquisitions did not have a material impact on our results of operations, individually or in the aggregate for each respective period. The following table summarizes the aggregate fair values of the assets acquired and liabilities assumed for acquisitions during the periods ended September 30, 2024, and 2023:
|  | Total Acquisitions |
|  | 2024 |  |  | 2023 |
|  | (in thousands) |
Cash and cash equivalents |  | $ | 7,749 |  |  | $ | — |
Accounts receivable |  |  | 26,749 |  |  |  | 9,235 |
Other receivables |  |  | 127 |  |  |  | — |
Inventories |  |  | 22,969 |  |  |  | 24,154 |
Contract assets |  |  | 454 |  |  |  | — |
Other current assets |  |  | 410 |  |  |  | 70 |
Property, plant and equipment |  |  | 51,550 |  |  |  | 11,744 |
Operating lease right-of-use assets |  |  | 14,502 |  |  |  | 11,868 |
Finance lease right-of-use assets |  |  | — |  |  |  | 528 |
Intangible assets |  |  | 82,125 |  |  |  | 50,735 |
Other assets |  |  | 134 |  |  |  | 126 |
Total assets |  |  | 206,769 |  |  |  | 108,460 |
Accounts payable |  |  | 4,709 |  |  |  | 727 |
Accrued liabilities |  |  | 4,612 |  |  |  | 701 |
Contract liabilities |  |  | 130 |  |  |  | 2,260 |
Operating lease liabilities |  |  | 14,502 |  |  |  | 11,868 |
Finance lease liabilities |  |  | — |  |  |  | 528 |
Total liabilities |  |  | 23,953 |  |  |  | 16,084 |
Goodwill |  |  | 90,359 |  |  |  | 64,280 |
Total purchase consideration |  |  | 273,175 |  |  |  | 156,656 |
Accrued contingent consideration and purchase price adjustments |  |  | (8,570 | ) |  |  | (13,750 | )
Less: cash acquired |  |  | (7,749 | ) |  |  | — |
Total cash consideration |  | $ | 256,856 |  |  | $ | 142,906 |

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