XML 221 R11.htm IDEA: XBRL DOCUMENT v3.24.2
Acquisitions
 6 Months Ended
Jun. 30, 2024
Business Combinations [Abstract]  
Acquisitions ACQUISITIONS
Acquisition of Trackless
On April 3, 2023, the Company completed the acquisition of substantially all the assets and operations of Trackless Vehicles Limited and Trackless Vehicles Asset Corp, including the wholly-owned subsidiary Work Equipment Ltd. (collectively, “Trackless”), a leading Canadian manufacturer of off-road, multi-purpose maintenance vehicles and attachments.
The initial cash consideration paid by the Company to acquire Trackless was C$56.3 million (approximately $41.9 million), inclusive of certain closing adjustments. In addition, there is a contingent earn-out payment of up to C$6.0 million (approximately $4.4 million), based upon the achievement of certain financial targets over a specified performance period. The purchase price was funded through existing cash and borrowings under the Company’s credit agreement.
During the first quarter of 2024, the Company finalized the Trackless purchase price allocation and recognized measurement period adjustments, which primarily resulted from obtaining third-party valuations, that reduced the estimated fair value of contingent consideration by $0.2 million and increased the carrying value of acquired intangible assets by $1.1 million, resulting in a corresponding $1.3 million decrease to the carrying value of Goodwill, from the $8.0 million previously recognized as of December 31, 2023. The measurement period adjustments did not have a material impact on the Company’s Condensed Consolidated Statements of Operations for the six months ended June 30, 2024.
The following table summarizes the fair value of assets acquired and liabilities assumed as of the acquisition date:
(in millions)
Purchase price, inclusive of closing adjustments$41.9 
Estimated fair value of additional consideration (a)
4.3 
Total consideration46.2 
Accounts receivable4.7 
Inventories15.0 
Prepaid expenses and other current assets0.1 
Rental equipment1.6 
Properties and equipment4.4 
Customer relationships (b)
11.1 
Trade names (c)
4.6 
Accounts payable(1.5)
Accrued liabilities(0.5)
Net assets acquired39.5
Goodwill (d)
$6.7 
(a)    Represents the estimated fair value of the contingent earn-out payment as of the acquisition date, which is included in Other long-term liabilities on the Condensed Consolidated Balance Sheets. See Note 12 – Fair Value Measurements for discussion of the methodology used to determine the fair value of the contingent earn-out payment.
(b)    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.
(c)    Represents the fair value assigned to trade names, which are considered to be indefinite-lived intangible assets.
(d)    Goodwill, which is primarily tax-deductible, has been allocated to the Environmental Solutions Group on the basis that the synergies identified will primarily benefit this segment.