XML 28 R16.htm IDEA: XBRL DOCUMENT
v3.22.1

Business Combinations | 3 Months Ended
--- | ---
Mar. 31, 2022
Business Combination and Asset Acquisition [Abstract] |
Business Combinations | Business Combinations On August 16, 2021 and August 31, 2021 (each an “Acquisition Date” individually, and collectively, the “Acquisition Dates”), the Company acquired 100% of the equity interests in Zio and Star Waggons, respectively. The acquired businesses provide transportation and logistics services to studio productions and their acquisition will expand the Company’s service offerings for its studio platform. The following table summarizes the Acquisition Date fair value of the consideration transferred in connection with the acquisitions:
| Zio |  | Star Waggons
Cash | $ | 117,198 |  |  | $ | 92,656 |
Contingent consideration | 22,543 |  |  | — |
Total consideration | $ | 139,741 |  |  | $ | 92,656 |
The terms of the Zio securities purchase agreement require the Company to pay up to $35.0 million of additional consideration to the business’s former shareholders, subject to certain performance thresholds being met, of which $15.0 million has been paid through March 31, 2022. The following table summarizes the estimated fair values of the assets acquired and liabilities assumed at the respective Acquisition Dates:
| Zio |  | Star Waggons
Cash and cash equivalents | $ | 1,084 |  |  | $ | 300 |
Accounts receivable | 3,001 |  |  | 4,185 |
Prepaid expenses and other assets | 1,509 |  |  | 1,605 |
Non-real estate property, plant and equipment | 23,399 |  |  | 25,000 |
Intangible assets | 41,670 |  |  | 33,480 |
Total assets acquired | 70,663 |  |  | 64,570 |
Accounts payable, accrued liabilities and other | $ | 1,498 |  |  | $ | 1,913 |
Intangible liabilities | — |  |  | 110 |
Total liabilities assumed | 1,498 |  |  | 2,023 |
Net identifiable assets acquired | $ | 69,165 |  |  | $ | 62,547 |
Goodwill | 70,576 |  |  | 30,109 |
NET ASSETS ACQUIRED | $ | 139,741 |  |  | $ | 92,656 |
Of the $41.7 million of intangible assets acquired as part of the Zio acquisition, $8.5 million was assigned to the registered trade name, which is not subject to amortization. The remaining $33.2 million of acquired intangible assets includes customer relationships of $30.0 million (seven-year useful life) and non-compete agreements of $3.0 million (five-year weighted-average useful life). The definite-lived intangible assets are subject to a weighted-average useful life of approximately seven years. Of the $33.5 million of intangible assets acquired as part of the Star Waggons acquisition, $8.6 million was assigned to the registered trade name, which is not subject to amortization. The remaining $24.9 million of acquired intangible assets includes customer relationships valued at $22.5 million (seven-year useful life) and non-compete agreements valued at $2.3 million (five-year weighted-average useful life). The definite-lived intangible assets are subject to a weighted-average useful life of approximately seven years.Goodwill of $70.6 million and $30.1 million for the Zio and Star Waggons acquisitions, respectively, was recognized on the respective Acquisition Dates. The goodwill recognized is attributable to expected synergies and the assembled workforce of Zio and Star Waggons. The goodwill has been allocated to the studio services reporting unit. Goodwill is deductible for tax purposes and as a result, deferred taxes have been recorded. As of March 31, 2022, there were no changes in the recognized amounts of goodwill resulting from the acquisitions.

X
- References No definition available. + Details
Name: | us-gaap_BusinessCombinationAndAssetAcquisitionAbstract
Namespace Prefix: | us-gaap_
Data Type: | xbrli:stringItemType
Balance Type: | na
Period Type: | duration

X
- 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
Name: | us-gaap_BusinessCombinationDisclosureTextBlock
Namespace Prefix: | us-gaap_
Data Type: | dtr-types:textBlockItemType
Balance Type: | na
Period Type: | duration