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Acquisitions | 12 Months Ended
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Sep. 29, 2023
Business Combination and Asset Acquisition [Abstract] |
Acquisitions | ACQUISITIONS: Union Supply Group, Inc. On June 2, 2022, the Company completed the acquisition of Union Supply Group, Inc. ("Union Supply"), a commissary goods and services supplier, pursuant to the Stock Purchase Agreement ("Union Supply Purchase Agreement") dated as of April 8, 2022, by and among Aramark Correctional Services, LLC, a wholly owned subsidiary of the Company, and Tom Thomas, in his capacity as the sellers' representative. Upon completion of the acquisition, Union Supply became a wholly owned subsidiary of the Company and its results are included in the Company's FSS United States segment. The cash consideration paid for Union Supply was $199.6 million. The Union Supply Purchase Agreement provided for contingent consideration, which the Company may be required to pay if Union Supply achieves certain adjusted EBITDA levels during calendar year 2023. A contingent consideration liability of $40.2 million was recorded as part of the acquisition with a separate amount that will be accounted for as compensation expense to be recognized in earnings over the earnout period (see Note 16). The acquisition was financed utilizing funds from the Company's Receivables Facility. Consideration The Company accounted for the Union Supply acquisition as a business combination under the acquisition method of accounting. The Company finalized its allocation of the purchase price for the transaction based upon the fair value of net assets acquired and liabilities assumed at the date of acquisition. Recognition and Measurement of Assets Acquired and Liabilities Assumed at Fair Value The following table summarize the assets and liabilities assigned as of the acquisition date (in thousands):
Current assets | $ | 102,925 |
Noncurrent assets | 208,181 |
Total assets | $ | 311,106 |
Current liabilities | $ | 24,308 |
Noncurrent liabilities | 87,171 |
Total liabilities | $ | 111,479 |
Intangible Assets The following table identifies the Company’s allocation of purchase price to the intangible assets acquired by category:
|  | Estimated Fair Value (in millions) | Weighted-Average Estimated Useful Life (in years)
Customer relationship assets |  | $ | 82.3 |  | 15
Trade name |  | 43.0 |  | 15
Total intangible assets |  | $ | 125.3 |  |
The fair value of the customer relationship assets was determined using the “multi-period excess earnings method” which considers the present value of net cash flows expected to be generated by the customer relationships, excluding any cash flows related to contributory assets. The fair value of the trade name acquired was determined using the “relief-from-royalty method” which considers the discounted estimated royalty payments that are expected to be avoided as a result of the trademarks being owned. Goodwill The Company recorded $56.9 million of goodwill in connection with its purchase price allocation relating to the Union Supply acquisition, all of which was recognized in the FSS United States segment. Goodwill is calculated as the excess of consideration transferred over the net assets recognized and represents future economic benefits arising from other assets acquired that could not be individually identified and separately recognized, such as assembled workforce. Factors that contributed to the Company's recognition of goodwill include the Company's intent to complement its existing corrections business and expand its customer base. None of the goodwill recognized is expected to be deductible for income tax purposes. Next Level Hospitality On June 4, 2021, the Company completed the acquisition of Next Level Hospitality ("Next Level"), a premier provider of culinary and environmental services in the senior living industry, specializing in skilled nursing and rehabilitation facilities, pursuant to the Unit Purchase Agreement ("Next Level Purchase Agreement") dated as of April 28, 2021, by and among Aramark Healthcare Support Services, LLC, a wholly owned subsidiary of the Company, Aramark Services, Inc. ("ASI"), a wholly owned subsidiary of the Company, Next Level Hospitality Services, LLC, Next Level Stockholders and Seth Gribetz, in his capacity as Stockholder Representative. Next Level is a wholly owned subsidiary of the Company and its results are included in the Company's FSS United States segment. The cash consideration paid for Next Level was $226.1 million. In addition, contingent consideration of $78.4 million was recorded as part of the acquisition (see Note 16). The acquisition was financed utilizing cash and cash equivalents on hand. Consideration The Company accounted for the Next Level acquisition as a business combination under the acquisition method of accounting. The Company finalized its allocation of the purchase price for the transaction based upon the fair value of net assets acquired and liabilities assumed at the date of acquisition. Recognition and Measurement of Assets Acquired and Liabilities Assumed at Fair Value The following tables summarize the assets and liabilities assigned as of the acquisition date (in thousands):
Current assets | $ | 18,088 |
Noncurrent assets | 307,291 |
Total assets | $ | 325,379 |
Current liabilities | $ | 50,956 |
Noncurrent liabilities | 48,323 |
Total liabilities | $ | 99,279 |
Intangible Assets The following table identifies the Company’s allocation of purchase price to the intangible assets acquired by category:
|  | Estimated Fair Value (in millions) | Weighted-Average Estimated Useful Life (in years)
Customer relationship assets |  | $ | 133.0 |  | 15
Trade name |  | 49.5 |  | 15
Total intangible assets |  | $ | 182.5 |  |
The fair value of the customer relationship assets was determined using the “multi-period excess earnings method” which considers the present value of net cash flows expected to be generated by the customer relationships, excluding any cash flows related to contributory assets. The fair value of the trade name acquired was determined using the “relief-from-royalty method” which considers the discounted estimated royalty payments that are expected to be avoided as a result of the trademarks being owned. Goodwill The Company recorded $123.6 million of goodwill in connection with its purchase price allocation relating to the Next Level acquisition, all of which was recognized in the FSS United States reporting segment. Goodwill is calculated as the excess of consideration transferred over the net assets recognized and represents future economic benefits arising from other assets acquired that could not be individually identified and separately recognized, such as assembled workforce. Factors that contributed to the Company's recognition of goodwill include the Company's intent to complement its existing healthcare business and expand its customer base. Goodwill related to the Next Level acquisition is deductible for income tax purposes. Other Acquisitions During fiscal 2023, fiscal 2022 and fiscal 2021, the Company paid net cash consideration of $50.2 million, $140.4 million and $39.7 million, respectively, for various acquisitions, excluding the purchase of Union Supply and Next Level. The revenue, net income, assets and liabilities of the acquisitions did not have a material impact on the Company's consolidated financial statements. Merger and Integration Costs During fiscal 2021, the Company incurred merger and integration costs of $22.2 million, as a result of the AmeriPride acquisition that occurred during fiscal year 2018. The expenses mainly related to costs for transitional employees and integration related consulting costs and charges related to plant consolidations, mainly asset write-downs, the implementation of a new route accounting system and other expenses.

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- Definition The entire disclosure for business combinations, including leverage buyout transactions (as applicable), and divestitures. This may include a description of a business combination or divestiture (or series of individually immaterial business combinations or divestitures) completed during the period, including background, timing, and assets and liabilities recognized and reclassified or sold. This element does not include fixed asset sales and plant closings. + References Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef -Topic 805 -Name Accounting Standards Codification -Publisher FASB -URI https://asc.fasb.org//805/tableOfContent Reference 2: http://fasb.org/us-gaap/role/ref/legacyRef -Topic 205 -SubTopic 20 -Name Accounting Standards Codification -Publisher FASB -URI https://asc.fasb.org//205-20/tableOfContent + Details
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