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Acquisitions (Tables) - MRL | 12 Months Ended
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Dec. 31, 2020
Business Acquisition [Line Items] |
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed | The following table summarizes the fair value of assets acquired and liabilities assumed as of the acquisition date:
(in millions) |
Purchase price, inclusive of adjustment for working capital and other post-closing items (a) | $ | 49.0 |
Estimated fair value of additional consideration (b) | 4.1 |
Total consideration | 53.1 |
Cash | 0.2 |
Accounts receivable | 3.8 |
Inventories | 13.8 |
Prepaid expenses and other current assets | 0.3 |
Properties and equipment | 6.4 |
Operating lease right-of-use assets | 4.6 |
Other long-term assets | 0.1 |
Customer relationships (c) | 17.7 |
Trade names (d) | 9.0 |
Other intangible assets | 1.4 |
Operating lease liabilities | (4.6) |
Accounts payable | (3.7) |
Accrued liabilities | (1.9) |
Customer deposits | (6.5) |
Deferred tax liabilities | (1.4) |
Net assets acquired | 39.2 |
Goodwill (e) | $ | 13.9 |
(a) The purchase price was funded with borrowings under the Company’s revolving credit facility. The purchase price includes adjustments for working capital and other post-closing items, which were finalized in the fourth quarter of 2019, with the Company receiving $0.8 million in the first quarter of 2020. (b) Represents the estimated fair value of the contingent earn-out payment as of the acquisition date, which is included as a component of Other long-term liabilities on the Consolidated Balance Sheets. See Note 18 – Fair Value Measurements for discussion of the methodology used to determine the fair value of the contingent earn-out payment. (c) Represents the fair value assigned to customer relationships, which are considered to be definite-lived intangible assets, with an estimated useful life of approximately 12 years. (d) Represents the fair value assigned to trade names, which are considered to be indefinite-lived intangible assets. (e) Goodwill, the majority of which is tax-deductible, has been allocated to the Environmental Solutions Group on the basis that the synergies identified will primarily benefit this segment.
Business Acquisition, Pro Forma Information | The following table presents the unaudited pro forma combined net sales of the Company and MRL for the years ended December 31, 2019 and 2018, assuming this transaction occurred on January 1, 2018. Pro forma combined income from continuing operations and pro forma diluted earnings per share are not presented as they would not be materially different from the results reported for the years ended December 31, 2019 and 2018.
| For the Year Ended December 31,
(in millions) | 2019 |  | 2018
Net sales | $ | 1,252.7 |  |  | $ | 1,156.4 |

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- Definition Tabular disclosure of pro forma results of operations for a material business acquisition or series of individually immaterial business acquisitions that are material in the aggregate. + References Reference 1: http://www.xbrl.org/2009/role/commonPracticeRef -Publisher FASB -Name Accounting Standards Codification -Topic 805 -SubTopic 10 -Section 50 -Paragraph 2 -Subparagraph (h)(2) -URI http://asc.fasb.org/extlink&oid=79982066&loc=d3e1392-128463 Reference 2: http://www.xbrl.org/2009/role/commonPracticeRef -Publisher FASB -Name Accounting Standards Codification -Topic 805 -SubTopic 10 -Section 50 -Paragraph 2 -Subparagraph (h)(3) -URI http://asc.fasb.org/extlink&oid=79982066&loc=d3e1392-128463 + Details
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- Definition Tabular disclosure of the amounts recognized as of the acquisition date for each major class of assets acquired and liabilities assumed. May include but not limited to the following: (a) acquired receivables; (b) contingencies recognized at the acquisition date; and (c) the fair value of noncontrolling interests in the acquiree. + References Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef -Publisher FASB -Name Accounting Standards Codification -Topic 805 -SubTopic 20 -Section 50 -Paragraph 1 -URI http://asc.fasb.org/extlink&oid=121647850&loc=d3e4845-128472 + Details
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