Business Combinations and Divestitures

12 Months Ended

Sep. 30, 2019

Business Combination Disclosure [Text Block]

19. BUSINESS COMBINATIONS

The Company completed two acquisitions in the year ended September 30, 2018, for a total aggregate consideration of $7,413, which includes cash consideration paid at closing of $7,091, cash consideration paid subsequent to closing of $125, cash consideration payable in the next fiscal year of $15, and contingent consideration payable in July 2019 and 2020 with aggregate acquisition date fair value estimated at $182.

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Azimuth Communications, Inc. (“Azimuth”) – On April 6, 2018, the Company’s Communications segment acquired all of the outstanding capital stock of Azimuth, a Portland, Oregon-based provider of design and integration services for structured cabling, physical security, access control systems, distributed antenna systems, wireless access, and audio visual systems. The acquisition of Azimuth has accelerated our Communications segment's expansion into the Pacific Northwest market, which the Company believes to be an attractive market.

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Electrical Contractors North, Inc. ("ECNI") – On July 31, 2018, the Company’s Residential segment acquired substantially all of the assets of ECNI, a Salt Lake City, Utah-based provider of electrical contracting for multi-family residential and hotel construction. We believe the acquisition of ECNI furthers our Residential segment’s growth strategy by providing a foothold in the Salt Lake City market.

The Company accounted for these fiscal 2018 transactions under the acquisition method of accounting, which requires recording assets and liabilities at fair value (Level 3). The valuation of the assets and liabilities assumed for our fiscal 2018 acquisitions as of the acquisition dates is as follows:



Current assets	$	1,767
Property and equipment	590
Intangible assets (primarily customer relationships)	3,182
Goodwill	4,164
Current liabilities	(1,580		)
Long term liabilities	(14		)
Deferred tax liability	(696		)
Net assets acquired	$	7,413

With regard to goodwill, the balance is attributable to the workforce of the acquired business and other intangibles that do not qualify for separate recognition. In connection with the Azimuth and ECNI acquisitions, we acquired aggregate goodwill of $4,164, of which $1,448 is tax deductible.