XML 23 R13.htm IDEA: XBRL DOCUMENT
v3.7.0.1

BUSINESS COMBINATIONS | 6 Months Ended
--- | ---
Jun. 30, 2017
Business Combinations [Abstract] |
BUSINESS COMBINATIONS | BUSINESS COMBINATIONS 2017 Acquisitions On January 31, 2017, the Company acquired a privately held company for a purchase price of approximately $11.9 million in cash, net of cash acquired, and subject to customary post-closing adjustments. The acquired business produces and distributes oil products and therefore complements the Company's closed loop model as it relates to the sale of its oil products. The acquired company is included in the Safety-Kleen operating segment. In connection with this acquisition a preliminary goodwill amount of $4.9 million was recognized. 2016 Acquisitions During 2016, the Company acquired seven businesses that complement the strategy to create a closed loop model as it relates to the sale of the Company's oil products. These acquisitions provided the Company with three additional oil re-refineries while also expanding its used motor oil collection network and providing greater blending and packaging capabilities. These acquisitions also provided the Company with greater access to customers in the West Coast region of the United States and additional locations with Part B permits. Operations of these acquisitions are primarily being integrated into the Safety-Kleen operating segment with certain operations also being integrated into the Technical Services and Industrial Services operating segments. The combined purchase price for the seven acquisitions was $204.8 million in cash, net of cash acquired. Upon acquisition, the acquired entities were immediately integrated into the Company's operating segments. Therefore it is impracticable to measure earnings attributable to the acquired businesses. The allocation of the purchase price was based on estimates of the fair value of assets acquired and liabilities assumed as of the acquisition dates. The Company believes that such information provides a reasonable basis for estimating the fair values of assets acquired and liabilities assumed. The Company finalized the purchase accounting for the seven acquisitions in the second quarter of 2017. The components and allocation of the purchase price consist of the following amounts (in thousands):
| At Acquisition Dates As Reported December 31, 2016 |  | Measurement Period Adjustments |  | Final Allocations
Accounts receivable | $ | 15,767 |  |  | $ | 475 |  |  | $ | 16,242 |
Inventories and supplies | 12,515 |  |  | 173 |  |  | 12,688 |
Prepaid expenses and other current assets | 777 |  |  | (25 | ) |  | 752 |
Property, plant and equipment | 143,025 |  |  | 891 |  |  | 143,916 |
Permits and other intangibles | 28,856 |  |  | — |  |  | 28,856 |
Current liabilities | (20,258 | ) |  | 353 |  |  | (19,905 | )
Closure and post-closure liabilities | (2,408 | ) |  | (596 | ) |  | (3,004 | )
Remedial liabilities, less current portion | (2,041 | ) |  | (504 | ) |  | (2,545 | )
Deferred taxes, unrecognized tax benefits and other long-term liabilities | (17,019 | ) |  | (3,200 | ) |  | (20,219 | )
Total identifiable net assets | 159,214 |  |  | (2,433 | ) |  | 156,781 |
Goodwill | 45,791 |  |  | 2,186 |  |  | 47,977 |
Total purchase price, net of cash acquired | $ | 205,005 |  |  | $ | (247 | ) |  | $ | 204,758 |
Pro forma revenue and earnings amounts on a combined basis as if these acquisitions had been completed on January 1, 2016 are immaterial to the consolidated financial statements of the Company since that date.

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://www.xbrl.org/2003/role/presentationRef -Publisher FASB -Name Accounting Standards Codification -Topic 805 -URI http://asc.fasb.org/topic&trid=2303972 + Details
Name: | us-gaap_BusinessCombinationDisclosureTextBlock
Namespace Prefix: | us-gaap_
Data Type: | nonnum: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