Acquisitions

12 Months Ended

Jan. 25, 2025

Business Combination, Asset Acquisition, and Joint Venture Formation [Abstract]

Fiscal 2025. During the third quarter of fiscal 2025, we acquired certain assets and assumed certain liabilities of a telecommunications construction contractor for a cash purchase price of $150.7 million. The acquired business provides wireless construction services for telecommunications providers in various states. This acquisition expands our geographic presence within our existing customer base.

During the second quarter of fiscal 2025, we acquired a telecommunications construction contractor for a total purchase price of $24.5 million ($20.4 million purchase price plus cash acquired of $4.1 million). The acquired company is located in the northwestern United States and provides construction and maintenance services to telecommunications providers, with the majority of its revenues generated in Alaska. This acquisition expands our geographic presence and our customer base.

During the first quarter of fiscal 2025, we acquired a telecommunications construction contractor for $16.0 million ($12.8 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.

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.

Fiscal 2023. During the fourth quarter of fiscal 2023, we acquired the assets of a telecommunications construction company for $0.4 million.

Purchase Price Allocations

The purchase price allocations of the three companies acquired in fiscal 2025 are preliminary and will be completed when valuations for intangible assets and other amounts are finalized within the 12-month measurement period from the respective dates of acquisition.

The following table summarizes the aggregate consideration paid and the estimated fair value of assets acquired and liabilities assumed for each of the acquisitions described above as of the respective acquisition dates (dollars in millions):


	Third quarter of fiscal 2024		First quarter of fiscal 2025		Second quarter of fiscal 2025		Third quarter of fiscal 2025
Assets
Cash and equivalents	$	8.3	$	3.2	$	4.1	$	—
Accounts receivable	45.8		2.2		3.6		13.5
Inventories	—		—		—		14.8
Other current assets	0.3		—		0.2		—
Property and equipment	9.9		2.4		5.9		—
Goodwill	39.2		3.2		5.4		10.0
Intangible assets	42.2		5.4		6.6		130.2
Other assets	0.8		—		0.7		3.3
Total assets	146.5		16.4		26.5		171.8

Liabilities
Accounts payable	8.3		0.1		0.9		11.6
Other accrued liabilities	2.6		0.3		0.6		6.9
Income taxes payable	4.4		—		—		—
Other liabilities	—		—		0.5		2.6
Total liabilities	15.3		0.4		2.0		21.1

Net Assets Acquired	$	131.2	$	16.0	$	24.5	$	150.7

The excess purchase price over the estimated fair value of the net assets acquired was recognized as goodwill and totaled $18.6 million and $39.2 million for the 2025 acquisitions and 2024 acquisition, respectively. Goodwill and intangible assets total $160.8 million and $81.4 million for the 2025 acquisitions and 2024 acquisition, respectively, and are deductible for tax purposes. Accounts receivable and current liabilities were either stated at their historical carrying values, which approximate fair value given the short-term nature of these assets and liabilities or were stated at their fair values based on an evaluation of the current market value of such assets and liabilities. The estimate of fair value for inventories and 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 estimate of fair value which consisted of the following (dollars in millions):


	Estimated Useful Life (in years)	Intangible Assets Acquired in fiscal 2024		Intangible Assets Acquired in fiscal 2025
Customer relationships	12.0	$	26.8	$	114.3
Backlog intangibles (third quarter fiscal 2024 acquisition)	3.0	11.6		—
Backlog intangibles (first and second quarter fiscal 2025 acquisitions)	0.8	—		0.5
Backlog intangibles (third quarter fiscal 2025 acquisition)	2.0	—		26.3
Trade names	10.0	3.8		1.1
Total intangible assets acquired		$	42.2	$	142.2

The valuation of intangible assets 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. Significant judgments and assumptions used in estimating management’s cash flow projections 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 business acquired are included in the condensed consolidated financial statements from the date of acquisition. The results from the businesses acquired were not considered material to the Company’s condensed consolidated financial statements.