XML 23 R12.htm IDEA: XBRL DOCUMENT
v3.24.1.1.u2

Acquisitions | 3 Months Ended
--- | ---
Apr. 27, 2024
Business Combination and Asset Acquisition [Abstract] |
Acquisitions | Acquisitions Fiscal 2025. During the first quarter of fiscal 2025, we acquired a telecommunications construction contractor for $16.2 million ($13.0 million purchase price, plus cash acquired of $3.2 million). The acquired company provides construction and maintenance services for telecommunications providers in the midwestern United States. This acquisition expands our geographic presence within our existing customer base. The purchase price allocation of the acquired company is preliminary and will be completed when valuations for intangible assets and other amounts are finalized within the 12-month measurement period from the date of acquisition. The following table summarizes the aggregate consideration paid and the estimated fair value of assets acquired and liabilities assumed as of the acquisition date (dollars in millions):
Assets |
Cash and equivalents | $ | 3.2 |
Accounts receivable | 2.2 |
Property and equipment, net | 2.4 |
Goodwill | 3.4 |
Intangible assets, net | 5.4 |
Total assets | 16.6 |
Liabilities |
Accounts payable | 0.1 |
Other accrued liabilities | 0.3 |
Total liabilities | 0.4 |
Net Assets Acquired | $ | 16.2 |
The excess purchase price over the estimated fair value of the net assets acquired was recognized as goodwill and totaled $3.4 million. Goodwill and intangible assets total $8.8 million and are deductible for tax purposes. Accounts receivable and current liabilities were stated at their historical carrying value, which approximates fair value given the short-term nature of these assets and liabilities. The estimate of fair value for fixed assets was based on an assessment of acquired assets’ condition as well as an evaluation of the current market value of such assets. The Company recorded intangible assets based on its preliminary estimate of fair value which consisted of the following (dollars in millions):
| Estimated Useful Life (in years) |  | Intangible Assets Acquired
Customer relationships | 12.0 |  | $ | 4.7 |
Backlog intangibles | 0.3 |  | 0.3 |
Trade names | 10.0 |  | 0.4 |
Total intangible assets acquired |  |  | $ | 5.4 |
Fiscal 2024. During August 2023, we acquired Bigham Cable Construction, Inc. ("Bigham"), for $131.2 million ($127.0 million fixed purchase price, plus cash acquired of $8.3 million, less indebtedness of $4.1 million). Bigham provides construction and maintenance services for telecommunications providers in the southeastern United States. This acquisition expands our geographic presence within our existing customer base. The purchase price allocation of Bigham is preliminary and will be completed when valuations for intangible assets and other amounts are finalized within the 12-month measurement period from the date of acquisition. The following table summarizes the aggregate consideration paid and the estimated fair value of assets acquired and liabilities assumed as of the acquisition date (dollars in millions):
Assets |
Cash and equivalents | $ | 8.3 |
Accounts receivable | 45.8 |
Other current assets | 0.1 |
Property and equipment, net | 9.9 |
Goodwill | 39.4 |
Intangible assets, net | 42.2 |
Other assets | 0.8 |
Total assets | 146.5 |
Liabilities |
Accounts payable | 8.3 |
Other accrued liabilities | 2.6 |
Income taxes payable | 4.4 |
Total liabilities | 15.3 |
Net Assets Acquired | $ | 131.2 |
The excess purchase price over the estimated fair value of the net assets acquired was recognized as goodwill and totaled $39.4 million. Goodwill and intangible assets total $81.6 million and are deductible for tax purposes. Accounts receivable and current liabilities were stated at their historical carrying value, which approximates fair value given the short-term nature of these assets and liabilities. The estimate of fair value for fixed assets was based on an assessment of acquired assets’ condition as well as an evaluation of the current market value of such assets. The Company recorded intangible assets based on its preliminary estimate of fair value which consisted of the following (dollars in millions):
| Estimated Useful Life (in years) |  | Intangible Assets Acquired
Customer relationships | 12.0 |  | $ | 26.8 |
Backlog intangibles | 3.0 |  | 11.6 |
Trade names | 10.0 |  | 3.8 |
Total intangible assets acquired |  |  | $ | 42.2 |
The valuation of intangible assets for both acquisitions was determined using the income approach methodology. More specifically, the fair values of the customer relationships and the backlog intangibles were estimated using the multi-period excess earnings method, while the trade name was estimated using the relief-from-royalty method. Key assumptions used in estimating future cash flows included projected revenue growth rates, profit margins, discount rates, customer attrition rates and royalty rates among others. The projected future cash flows are discounted to present value using an appropriate discount rate. Results of the businesses acquired are included in the condensed consolidated financial statements from the date of acquisition. The results from the businesses acquired during fiscal 2025 and 2024 were not considered material to the Company’s condensed consolidated financial statements.

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

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/disclosureRef -Topic 805 -SubTopic 20 -Name Accounting Standards Codification -Section 50 -Paragraph 5 -Subparagraph (b) -Publisher FASB -URI https://asc.fasb.org//1943274/2147479907/805-20-50-5 Reference 2: http://fasb.org/us-gaap/role/ref/legacyRef -Topic 805 -Name Accounting Standards Codification -Publisher FASB -URI https://asc.fasb.org//805/tableOfContent + Details
Name: | us-gaap_BusinessCombinationDisclosureTextBlock
Namespace Prefix: | us-gaap_
Data Type: | dtr-types:textBlockItemType
Balance Type: | na
Period Type: | duration