BUSINESS COMBINATIONS

3 Months Ended

Mar. 31, 2022

Business Combination and Asset Acquisition [Abstract]

In the three months ended March 31, 2022, we acquired the following businesses: a full service solid-waste collection, recycling and hauling business in our Resource Solutions operating segment; three tuck-in solid waste collection businesses in our Western region; a portable toilets business in our Eastern region; and a scrap metal collection business whose assets are allocated between our Eastern region and Resource Solutions operating segments. In the three months ended March 31, 2021, we acquired one tuck-in solid waste collection business in our Western region.

The operating results of these businesses are included in the accompanying unaudited 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. Purchase price allocations are based on information existing at the acquisition dates or upon closing the transactions, including contingent consideration. Acquired intangible assets other than goodwill that are subject to amortization include customer relationships, trade names and covenants not-to-compete. Such assets are amortized over a four-year to ten-year period from the date of acquisition. All amounts recorded to goodwill are expected to be deductible for tax purposes.

A summary of the purchase price paid and the purchase price allocation for acquisitions follows:


	Three Months Ended March 31,
	2022		2021
Purchase Price:
Cash used in acquisitions, net of cash acquired	$	49,747	$	3,465



Holdbacks	3,707		385
Total consideration	53,454		3,850
Allocated as follows:
Current assets	7,584		—




Property, plant and equipment:
Land	1,940		—

Buildings and improvements	5,078		—
Equipment	6,655		1,254
Operating lease right-of-use assets	405		—
Intangible assets:

Covenants not-to-compete	1,343		331
Customer relationships	9,637		954
Current liabilities	(3,573)		(76)




Operating lease liabilities, less current portion	(282)		—
Fair value of assets acquired and liabilities assumed	28,787		2,463
Excess purchase price allocated to goodwill	$	24,667	$	1,387

Certain purchase price allocations are preliminary and are based on information existing at the acquisition dates or upon closing the transaction. Accordingly, the purchase price allocations are subject to change. Unaudited pro forma combined information that shows our operational results as though each acquisition completed since the beginning of the prior fiscal year had occurred as of January 1, 2021 is as follows:


	Three Months Ended March 31,
		2022		2021
Revenues		$	238,836	$	218,841
Operating income		$	10,834	$	12,615
Net income		$	4,303	$	2,571

Basic earnings per share attributable to common stockholders:
Weighted average common shares outstanding		51,490		51,179
Basic earnings per common share		$	0.08	$	0.05
Diluted earnings per share attributable to common stockholders:
Weighted average common shares outstanding		51,657		51,387
Diluted earnings per common share		$	0.08	$	0.05

The unaudited pro forma results set forth in the table above have been prepared for comparative purposes only and are not necessarily indicative of the actual results of operations had the acquisitions occurred as of January 1, 2021 or of the results of our future operations. Furthermore, the unaudited 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.