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Note 11 - Acquisitions
12 Months Ended
Dec. 31, 2018
Notes to Financial Statements  
Business Combination Disclosure [Text Block]
11.
Acquisitions
 
On
January 7, 2019,
we entered into an agreement to acquire substantially all of the assets and assume certain specified liabilities of the affiliated entities of Cory
1st
Choice Home Delivery (Cory), subject to customary closing conditions.  The closing of the transaction was effective on
February 15, 2019.
The purchase price was
$100
million. Upon closing of this acquisition, we acquired customer contracts, net working capital and assumed various facility leases. We used our existing revolving credit facility to finance this transaction.  The final calculation of net working capital and the purchase price allocation are currently in process. The Cory acquisition was accounted for as a business combination and will operate within our Dedicated Contract Services® business segment.
 
In
July 2017,
we entered into an agreement to acquire Special Logistics Dedicated, LLC (SLD), and its affiliated entities, subject to customary closing conditions.  The purchase price was
$136.0
million with
no
assumption of debt. The closing of the transaction was effective on
July 31, 2017.
Total consideration paid in cash under the SLD agreement was
$137.6
million and consisted of the agreed upon purchase price adjusted for an estimated working capital adjustment and cash acquired. In addition, we incurred approximately
$3.1
million in transaction costs which are recorded in general and administrative expenses, net of asset dispositions in our Consolidated Statements of Earnings. The SLD acquisition was accounted for as a business combination. Assets acquired and liabilities assumed were recorded in our Consolidated Balance Sheet at their estimated fair values, as of the closing date, using cost, market data and valuation techniques that reflect management’s judgment and estimates. As a result of the acquisition, we recorded approximately
$76
million of finite-lived intangible assets and approximately
$40
million of goodwill. Goodwill consists of acquiring and retaining the SLD existing network and expected synergies from the combination of operations. The results of the acquired operations after the respective acquisition date have been included in our Consolidated Statements of Earnings.