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Acquisition | 9 Months Ended
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Sep. 30, 2021
Business Combinations [Abstract] |
Acquisition | NOTE 2. Acquisition On December 9, 2020, we acquired 100% of the equity interest of NonstopDelivery, LLC ("NSD"). Total consideration for the transaction was $105.9 million which consisted of cash paid of $89.8 million, of which $0.1 million was paid in the second quarter of 2021 as part of the post-closing true-up, and the settlement of Hub’s accounts receivable due from NSD of $16.1 million. The acquisition of NSD expanded our logistics service offering to include residential last mile logistics. NSD operates through a non-asset business model, working with a network of over 170 carriers throughout the country. The financial results of NSD since the acquisition date are included in our logistics line of business. The following table summarizes the total purchase price allocated to the net assets acquired and liabilities assumed as of the date of acquisition (in thousands):
| December 9, 2020 |
Cash and cash equivalents | $ | 4,775 |
Accounts receivable trade |  | 25,927 |
Prepaid expenses and other current assets |  | 207 |
Property and equipment |  | 1,018 |
Right of use assets - operating leases |  | 1,295 |
Goodwill, net |  | 38,156 |
Other intangibles |  | 47,700 |
Other assets |  | 14 |
Total assets acquired | $ | 119,092 |
Accounts payable trade | $ | 9,972 |
Accrued payroll |  | 1,324 |
Accrued other |  | 578 |
Lease liability - operating leases short-term |  | 373 |
Lease liability - operating leases long-term |  | 922 |
Total liabilities assumed | $ | 13,169 |
Total consideration | $ | 105,923 |
Cash paid, net | $ | 84,989 |
The NSD acquisition was accounted for as a purchase business combination in accordance with ASC 805 “Business Combinations.” Assets acquired and liabilities assumed were recorded in the accompanying consolidated balance sheet at their estimated fair values as of December 9, 2020 with the remaining unallocated purchase price recorded as goodwill. The goodwill recognized in the NSD acquisition was primarily attributable to potential expansion and future development of the acquired business. The following table presents the carrying amount of goodwill (in thousands):
| Total |
Balance at January 1, 2021 | $ | 508,555 |
Acquisition |  | 13,841 |
Other |  | (36 | )
Balance at September 30, 2021 | $ | 522,360 |
The changes noted as "acquisition" in the above table refer to adjustments to other intangibles, property and equipment and other immaterial purchase accounting adjustments related to the NSD acquisition. The changes noted as "other" in the above table refer to the amortization of the income tax benefit of tax goodwill in excess of financial statement goodwill. Tax history and attributes are not inherited in an equity purchase of this kind; however, the goodwill and other intangibles recognized in this purchase will be fully tax deductible over a period of 15 years. The components of “Other intangibles” listed in the above table as of the acquisition date are summarized as follows (in thousands):
|  |  |  | Accumulated |  |  | Balance at |  |  | Estimated Useful
| Amount |  |  | Amortization |  |  | September 30, 2021 |  |  | Life
Customer relationships | $ | 46,200 |  |  | $ | 2,567 |  |  | $ | 43,633 |  |  | 15 years
Agent relationships | $ | 600 |  |  | $ | 125 |  |  | $ | 475 |  |  | 4 years
Trade name | $ | 900 |  |  | $ | 500 |  |  | $ | 400 |  |  | 18 months
The above intangible assets are amortized using the straight-line method. Amortization expense related to this acquisition for the three and nine months ended September 30, 2021 was $1.0 million and $2.8 million. The intangible assets have a weighted average useful life of approximately 13.93 years. Amortization expense related to NSD for the next five years is as follows (in thousands):
|  | Total |
Remainder of 2021 |  | $ | 958 |
2022 |  |  | 3,480 |
2023 |  |  | 3,230 |
2024 |  |  | 3,218 |
2025 |  |  | 3,080 |
The following unaudited pro forma consolidated results of operations present the effects of NSD as though it had been acquired as of January 1, 2020 (in thousands, except for per share amounts):
| Three Months Ended |  |  | Nine Months Ended |
| September 30, 2020 |  |  | September 30, 2020 |
Revenue | $ | 952,259 |  |  | $ | 2,608,086 |
Net income | $ | 27,762 |  |  | $ | 57,497 |
Earnings per share |  |  |  |  |
Basic | $ | 0.84 |  |  | $ | 1.73 |
Diluted | $ | 0.83 |  |  | $ | 1.72 |
The unaudited pro forma consolidated results for the periods shown were prepared using the acquisition method of accounting and are based on the historical financial information of Hub and NSD. The historical financial information has been adjusted to give effect to the pro forma adjustments that are: (i) directly attributable to the acquisition, (ii) factually supportable and (iii) expected to have a continuing impact on the combined results. The unaudited pro forma consolidated results are not necessarily indicative of what our consolidated results of operations actually would have been had we completed the acquisition on January 1, 2020.

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- Definition The entire disclosure for a business combination (or series of individually immaterial business combinations) completed during the period, including background, timing, and recognized assets and liabilities. The disclosure may include leverage buyout transactions (as applicable). + References Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef -Publisher FASB -Name Accounting Standards Codification -Topic 805 -URI http://asc.fasb.org/topic&trid=2303972 + Details
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- References No definition available. + Details
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