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Business Combinations (Tables)
9 Months Ended
Sep. 30, 2017
Business Combinations [Abstract]  
Purchase Price Allocations For Acquisitions
The preliminary purchase price allocations for the acquisitions completed during the nine months ended September 30, 2017 and the year ended December 31, 2016 are as follows (in thousands):
 
Nine Months Ended
 

Year Ended
 
September 30, 2017
 
December 31, 2016
 
All Acquisitions (1)
 
Rhiag
 
PGW (2)
 
Other Acquisitions
 
Total
Receivables
$
53,509

 
$
230,670

 
$
136,523

 
$
13,216

 
$
380,409

Receivable reserves
(5,696
)
 
(28,242
)
 
(7,135
)
 
(794
)
 
(36,171
)
Inventories (3)
121,484

 
239,529

 
169,159

 
62,223

 
470,911

Prepaid expenses and other current assets
(1,147
)
 
10,793

 
42,573

 
4,445

 
57,811

Property and equipment
5,511

 
56,774

 
225,645

 
17,140

 
299,559

Goodwill
192,688

 
585,415

 
205,058

 
52,336

 
842,809

Other intangibles
31,149

 
429,360

 
37,954

 
2,537

 
469,851

Other assets (4)
2,188

 
2,092

 
57,671

 
(133
)
 
59,630

Deferred income taxes
(1,676
)
 
(110,791
)
 
17,506

 
(1,000
)
 
(94,285
)
Current liabilities assumed
(83,223
)
 
(239,665
)
 
(168,332
)
 
(42,290
)
 
(450,287
)
Debt assumed
(29,900
)
 
(550,843
)
 
(4,027
)
 
(2,378
)
 
(557,248
)
Other noncurrent liabilities assumed
(1,563
)
 
(23,085
)
 
(50,847
)
 
(103
)
 
(74,035
)
Contingent consideration liabilities
(6,234
)
 

 

 

 

Other purchase price obligations
(3,777
)
 

 

 
(6,698
)
 
(6,698
)
Notes issued
(18,899
)
 

 

 
(4,087
)
 
(4,087
)
Settlement of pre-existing balances
(620
)
 
(591
)
 

 
(32
)
 
(623
)
Gains on bargain purchases (5)
(3,990
)
 

 

 
(8,207
)
 
(8,207
)
Settlement of other purchase price obligations (non-interest bearing)
2,863

 

 

 

 

Cash used in acquisitions, net of cash acquired
$
252,667

 
$
601,416

 
$
661,748

 
$
86,175

 
$
1,349,339

(1)
Includes $6 million and $3 million of adjustments to reduce property and equipment and other current assets for Rhiag and PGW, respectively.
(2)
Includes both continuing and discontinued operations of PGW. See Note 3, "Discontinued Operations" for further information on our discontinued operations.
(3)
The PGW inventory balance includes the impact of a $10 million step-up adjustment to report the inventory at its fair value.
(4)
The balance for PGW includes $24 million of investments in unconsolidated subsidiaries which relate to the discontinued portion of our PGW operations.
(5)
The amount recorded during the nine months ended September 30, 2017 includes a $3 million increase to the gain on bargain purchase recorded for our Andrew Page acquisition as a result of changes to our estimate of the fair value of the net assets acquired. The remainder of the gain on bargain purchase recorded during the nine months ended September 30, 2017 is an immaterial amount related to another acquisition in Europe completed in the second quarter of 2017, as the fair value of the net assets acquired exceeded the purchase price.
Pro Forma Effect Of Businesses Acquired
The following pro forma summary presents the effect of the businesses acquired during the nine months ended September 30, 2017 as though the businesses had been acquired as of January 1, 2016, and the businesses acquired during the year ended December 31, 2016 as though they had been acquired as of January 1, 2015. The pro forma adjustments are based upon unaudited financial information of the acquired entities (in thousands, except per share data):
 
Three Months Ended
 
Nine Months Ended
 
September 30,
 
September 30,
 
2017
 
2016
 
2017
 
2016
Revenue, as reported
$
2,465,800

 
$
2,207,343

 
$
7,267,054

 
$
6,433,625

Revenue of purchased businesses for the period prior to acquisition:
 
 
 
 
 
 
 
Rhiag

 

 

 
213,376

PGW (1)

 

 

 
102,540

Other acquisitions
18,664

 
177,210

 
195,550

 
572,076

Pro forma revenue
$
2,484,464

 
$
2,384,553

 
$
7,462,604

 
$
7,321,617

 
 
 
 
 
 
 
 
Income from continuing operations, as reported
$
122,381

 
$
109,844

 
$
414,104

 
$
359,825

Income (loss) from continuing operations of purchased businesses for the period prior to acquisition, and pro forma purchase accounting adjustments:
 
 
 
 
 
 
 
Rhiag

 
59

 

 
(84
)
PGW (1),(2)

 

 

 
7,574

Other acquisitions
734

 
2,727

 
6,481

 
9,198

Acquisition related expenses, net of tax (3)
2,184

 
328

 
4,801

 
10,483

Pro forma income from continuing operations
$
125,299

 
$
112,958

 
$
425,386

 
$
386,996

 
 
 
 
 
 
 
 
Earnings per share from continuing operations, basic—as reported
$
0.40

 
$
0.36

 
$
1.34

 
$
1.17

Effect of purchased businesses for the period prior to acquisition:
 
 
 
 
 
 
 
Rhiag

 
0.00

 

 
(0.00)

PGW (1),(2)

 

 

 
0.02

Other acquisitions
0.00

 
0.01

 
0.02

 
0.03

Acquisition related expenses, net of tax (3)
0.01

 
0.00

 
0.02

 
0.03

Pro forma earnings per share from continuing operations, basic (4) 
$
0.41

 
$
0.37

 
$
1.38

 
$
1.26

 
 
 
 
 
 
 
 
Earnings per share from continuing operations, diluted—as reported
$
0.39

 
$
0.35

 
$
1.33

 
$
1.16

Effect of purchased businesses for the period prior to acquisition:
 
 
 
 
 
 
 
Rhiag

 
0.00

 

 
(0.00)

PGW (1),(2)

 

 

 
0.02

Other acquisitions
0.00

 
0.01

 
0.02

 
0.03

Acquisition related expenses, net of tax (3)
0.01

 
0.00

 
0.02

 
0.03

Pro forma earnings per share from continuing operations, diluted (4) 
$
0.40

 
$
0.36

 
$
1.37

 
$
1.25

(1)
PGW reflects the results for the continuing aftermarket automotive glass distribution business only.
(2)
Excludes $5 million of corporate costs from January 1, 2016 through April 21, 2016 that we do not expect to incur going forward as a result of the sale of the glass manufacturing business.
(3)
Includes expenses related to acquisitions closed in the period and excludes expenses for acquisitions not yet completed.
(4)
The sum of the individual earnings per share amounts may not equal the total due to rounding.