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Subsequent Events | 9 Months Ended
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Sep. 30, 2019
Subsequent Events [Abstract] |
Subsequent Events |
16. | SUBSEQUENT EVENTS
As disclosed in the Company’s Form 8-K on October 2, 2019 and amended on October 21, 2019 (the “Plateau Acquisition Date”), pursuant to the Equity Purchase Agreement with Greg K. Rogers, Philip T. Travis, as trustee of the Lorin L. Rogers 2018 Trust, Kimberlin Rogers 2018 Trust, Gregory K. Rogers 2018 Trust and Mary A. Rogers 2018 Trust, LK Gregory Construction, Inc., Plateau Excavation, Inc. and DeWitt Excavation, LLC (collectively, “Plateau”), the Company consummated the acquisition (the “Plateau Acquisition”) of all of the issued and outstanding shares of capital stock of LK Gregory Construction, Inc. and Plateau Excavation, Inc., and all of the issued and outstanding equity interests in DeWitt Excavation, LLC, for aggregate consideration of $411,608, consisting of $375,000 in cash, 1,245 shares of the Company’s common stock (the “Shares”), a $10,000 subordinated promissory note with a preliminary fair value discount rate of 8%, and a preliminary target working capital adjustment of $10,413. Plateau is engaged in the business of surveying, clearing and grubbing, erosion control, grading, grassing, site excavation, storm drainage, sanitary sewer and water main installation, drilling and blasting, curb and gutter, paving, concrete work and landfill services, in each case to general contractors and developers engaged in construction services, and engineering services relating thereto. The Company will record the assets acquired and liabilities assumed at their fair values as of the Plateau Acquisition Date. As disclosed in the Company’s Form 8-K amended on October 21, 2019, the preliminary purchase price was allocated with $98,771 of net tangible assets, $162,675 of identifiable intangible assets, and $150,162 of goodwill. Due to the limited amount of time since the closing of the Plateau Acquisition, the final purchase accounting for the Plateau Acquisition has yet to be completed. Additional disclosures will be provided in the Company’s Form 10-K for the fiscal year ending December 31, 2019. To finance a portion of the purchase price of the Plateau Acquisition, and to refinance and extinguish all of the outstanding indebtedness of the Company under the Oaktree Facility, among other things, on the Plateau Acquisition Date the Company, as borrower, and certain of its subsidiaries, as guarantors, entered into a Credit Agreement (the “Credit Agreement”) with the financial institutions from time to time party thereto as lenders, BMO Harris Bank N.A., as administrative agent, Bank of America, N.A., as syndication agent, and BMO Capital Markets Corp. and BofA Securities, Inc., as joint lead arrangers and joint book runners. The Credit Agreement provides the Company with senior secured debt financing in an amount up to $475,000 in the aggregate, consisting of (i) a senior secured first lien revolving credit facility in an aggregate principal amount of $75,000 (with a $75,000 limit for the issuance of standby and documentary letters of credit and a $15,000 sublimit for swing line loans) and (ii) a senior secured first lien term loan facility in the amount of $400,000 (the “Facilities”). The Credit Agreement also includes an increase option that will allow the Company to increase the Facilities by an aggregate principal amount of up to $100,000 subject to certain conditions contained in the Credit Agreement. Borrowings under the Credit Agreement bear interest at either the Base Rate or Adjusted LIBOR, at the Company’s option, plus the Applicable Margin, as defined in the Credit Agreement. The Facilities will mature on October 2, 2024.

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- Definition The entire disclosure for significant events or transactions that occurred after the balance sheet date through the date the financial statements were issued or the date the financial statements were available to be issued. Examples include: the sale of a capital stock issue, purchase of a business, settlement of litigation, catastrophic loss, significant foreign exchange rate changes, loans to insiders or affiliates, and transactions not in the ordinary course of business. + References Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef -Publisher FASB -Name Accounting Standards Codification -Topic 855 -URI http://asc.fasb.org/topic&trid=2122774 + Details
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