BUSINESS COMBINATIONS

12 Months Ended

Dec. 31, 2020

In fiscal year 2020, we acquired ten businesses: seven tuck-in solid waste collection businesses and a solid waste collection business in our Western region, a transportation business in our Eastern region, and one recycling operation in our Resource Solutions operating segment. In fiscal year 2019, we acquired nine businesses: three tuck-in solid waste collection businesses in our Eastern region, four tuck-in solid waste collection businesses, a business comprised of solid waste collection, transfer and recycling operations, and a business comprised of solid waste hauling and transfer assets in our Western region. In fiscal year 2018 we acquired nine businesses: six solid waste collection businesses and one transfer business in our Western region; and two businesses comprised of solid waste collection and transfer operations in our Eastern region.

The operating results of these businesses are included in the accompanying audited consolidated statements of operations from each date of acquisition, and the purchase price has been allocated to the net assets acquired based on fair values at each date of acquisition, with the residual amounts recorded as goodwill. Acquired intangible assets other than goodwill that are subject to amortization include client lists and non-compete covenants. These are amortized over a five to ten-year period from the date of acquisition. All amounts recorded to goodwill in fiscal years 2020 and 2019, except goodwill related to certain acquisitions are expected to be deductible for tax purposes.

The purchase price paid for these acquisitions and the allocation of the purchase price is as follows:


	Fiscal Year Ended December 31,
	2020		2019		2018
Purchase Price:
Cash used in acquisitions, net of cash acquired	$	28,990	$	72,118	$	86,686
Notes payable	—		2,714		—
Class A common stock issued	—		—		4,258
Other non-cash considerations	—		5,470		—
Contingent consideration and holdbacks	4,490		1,875		8,521
Total	33,480		82,177		99,465
Current assets	181		2,051		3,276
Non-current assets	—		367		—
Land	895		2,487		—
Buildings	1,908		5,422		7,889
Equipment	13,493		20,482		23,882
Other liabilities, net	(484)		(3,122)		(4,708)
Deferred tax liability	—		(2,385)		(937)
Intangible assets	8,405		31,171		29,934
Fair value of assets acquired and liabilities assumed	24,398		56,473		59,336
Excess purchase price to be allocated to goodwill	$	9,082	$	25,704	$	40,129

The following unaudited pro forma combined information shows our operational results as though each of the acquisitions completed had occurred as of January 1, 2018.


	Fiscal Year Ended December 31,
	2020		2019		2018
Revenues	$	783,177	$	794,840	$	774,210
Operating income	$	59,467	$	56,674	$	49,586
Net income	$	91,064	$	33,424	$	11,708
Basic weighted average shares outstanding	48,793		47,226		42,688
Basic earnings per common share	$	1.87	$	0.71	$	0.27
Diluted weighted average shares outstanding	49,045		47,966		44,168
Diluted earnings per common share	$	1.86	$	0.70	$	0.27

The pro forma results have been prepared for comparative purposes only and are not necessarily indicative of the actual results of operations had the acquisitions taken place as of January 1, 2018 or the results of our future operations. Furthermore, the pro forma results do not give effect to all cost savings or incremental costs that may occur as a result of the integration and consolidation of the completed acquisitions.