XML 52 R33.htm IDEA: XBRL DOCUMENT
v3.24.0.1

Acquisitions and Dispositions (Tables) | 12 Months Ended
--- | ---
Dec. 31, 2023
Business Combinations [Abstract] |
Schedule of Business Acquisitions, by Acquisition | The purchase price allocation is as follows:
|  | Amount
|  | (dollars in thousands)
Cash and cash equivalents |  | $ | 2,766 |
Accounts receivable |  | 10,147 |
Other current assets |  | 671 |
Fixed assets |  | 1,587 |
Identifiable intangible assets |  | 12,740 |
Other assets |  | 1,583 |
Accounts payable |  | (4,771) |
Accruals and other liabilities |  | (6,880) |
Advance billings |  | (1,159) |
Other liabilities |  | (3,642) |
Net assets assumed |  | 13,042 |
Goodwill |  | 24,643 |
Purchase price consideration |  | $ | 37,685 |
The purchase price allocation is as follows:
|  | Amount
|  | (dollars in thousands)
Accounts receivable |  | $ | 582 |
Other current assets |  | 669 |
Identifiable intangible assets |  | 13,200 |
Accounts payable |  | (379) |
Other liabilities |  | (270) |
Noncontrolling interests |  | (2,667) |
Net assets assumed |  | 11,135 |
Goodwill |  | 6,569 |
Purchase price consideration |  | $ | 17,704 |
The purchase price allocation is as follows:
|  | Amount
|  | (dollars in thousands)
Cash and cash equivalents |  | $ | 1,033 |
Accounts receivable |  | 7,374 |
Other current assets |  | 899 |
Fixed assets |  | 157 |
Identifiable intangible assets |  | 14,300 |
Other assets |  | 1,920 |
Accounts payable |  | (4,087) |
Accruals and other liabilities |  | (9,154) |
Advance billings |  | (6,462) |
Deferred tax liability |  | (3,328) |
Other liabilities |  | (2,891) |
Net assets assumed |  | (239) |
Goodwill |  | 26,033 |
Purchase price consideration |  | $ | 25,794 |
The purchase price allocation is as follows:
|  | Amount
|  | (dollars in thousands)
Cash and cash equivalents |  | $ | 1,606 |
Accounts receivable |  | 1,180 |
Other current assets |  | 100 |
Identifiable intangible assets |  | 1,055 |
Other assets |  | 46 |
Current liabilities |  | (278) |
Net assets assumed |  | 3,709 |
Goodwill |  | 2,451 |
Purchase price consideration including fair value of previously owned interest |  | $ | 6,160 |
The purchase price allocation is as follows:
|  | Amount
|  | (dollars in thousands)
Accounts receivable |  | $ | 901 |
Other current assets |  | 45 |
Identifiable intangible assets |  | 7,300 |
Accounts payable |  | (148) |
Other current liabilities |  | (650) |
Net assets assumed |  | 7,448 |
Goodwill |  | 4,416 |
Purchase price consideration |  | $ | 11,864 |
The purchase price allocation is as follows:
|  | Amount
|  | (dollars in thousands)
Cash and cash equivalents |  | $ | 130,197 |
Accounts receivable |  | 398,736 |
Other current assets |  | 41,291 |
Fixed assets |  | 81,343 |
Right-of-use lease assets - operating leases |  | 252,739 |
Identifiable intangible assets |  | 810,900 |
Other assets |  | 18,282 |
Accounts payable |  | (139,590) |
Accruals and other liabilities |  | (307,439) |
Advance billings |  | (211,212) |
Current portion of lease liabilities |  | (54,009) |
Current portion of deferred acquisition consideration |  | (53,054) |
Long-term debt |  | (901,736) |
Revolving credit facility |  | (109,954) |
Long-term portion of deferred acquisition consideration |  | (8,056) |
Long-term portion of lease liabilities |  | (283,637) |
Other liabilities |  | (139,026) |
Redeemable noncontrolling interests |  | (25,990) |
Preferred shares |  | (209,980) |
Noncontrolling interests |  | (151,090) |
Net liabilities assumed |  | (861,285) |
Goodwill |  | 1,290,347 |
Purchase price consideration |  | $ | 429,062 |
Schedule of Finite-Lived Intangible Assets Acquired as Part of Business Combination | The following table presents the details of identifiable intangible assets acquired:
|  | Fair Value |  | Estimated Useful Life in Years
|  | (dollars in thousands)
Customer relationships |  | $ | 6,150 |  |  | 10
Trade names |  | 5,500 |  |  | 10
Developed technology |  | 1,090 |  |  | 7
Total acquired intangible assets |  | $ | 12,740 |  |  |
The following table presents the details of identifiable intangible assets acquired:
|  | Fair Value |  | Estimated Useful Life in Years
|  | (dollars in thousands)
Customer relationships |  | $ | 11,400 |  |  | 10
Trade names |  | 1,800 |  |  | 10
Total acquired intangible assets |  | $ | 13,200 |  |  |
The following table presents the details of identifiable intangible assets acquired:
|  | Fair Value |  | Estimated Useful Life in Years
|  | (dollars in thousands)
Customer relationships |  | $ | 4,900 |  |  | 10
Trade names |  | 4,000 |  |  | 10
Developed technology |  | 5,400 |  |  | 2-7
Total acquired intangible assets |  | $ | 14,300 |  |  |
The following table presents the details of identifiable intangible assets acquired:
|  | Fair Value |  | Estimated Useful Life in Years
|  | (dollars in thousands)
Trade Names |  | $ | 98,000 |  |  | 10
Customer Relationships |  | 712,900 |  |  | 6-15
Total Acquired Intangible Assets |  | $ | 810,900 |  |  |
Business Acquisition, Pro Forma Information | The pro forma information is presented for informational purposes only and is not necessarily indicative of the results of operations that actually would have been achieved had the acquisition been consummated as of that time.
|  |  |  | Year Ended December 31, 2022 |  | Year Ended December 31, 2021
|  |  | (dollars in thousands)
Revenue |  |  |  | $ | 2,698,018 |  |  | $ | 1,501,568 |
Net income |  |  |  | $ | 49,299 |  |  | $ | 36,864 |
The pro forma information is presented for informational purposes only and is not necessarily indicative of the results of operations that actually would have been achieved had the acquisition been consummated as of that time.
|  |  |  | Year Ended December 31, 2022 |  | Year Ended December 31, 2021
|  |  |  | (dollars in thousands)
Revenue |  |  |  | $ | 2,691,622 |  |  | $ | 1,481,727 |
Net income |  |  |  | $ | 51,397 |  |  | $ | 39,386 |
The pro forma information is presented for informational purposes only and is not necessarily indicative of the results of operations that actually would have been achieved had the acquisition been consummated as of that time.
|  | Year Ended December 31,
|  | 2022 |  | 2021
|  | (dollars in thousands)
Revenue |  | $ | 2,717,667 |  |  | $ | 1,512,791 |
Net income |  | $ | 36,043 |  |  | $ | 15,167 |
The pro forma information is presented for informational purposes only and is not necessarily indicative of the results of operations that actually would have been achieved had the acquisition been consummated as of that time.
|  | Year Ended December 31,
|  | 2022 |  | 2021
|  | (dollars in thousands)
Revenue |  | $ | 2,696,733 |  |  | $ | 1,474,303 |
Net income |  | $ | 51,398 |  |  | $ | 36,538 |
The pro forma information is presented for informational purposes only and is not necessarily indicative of the results of operations that actually would have been achieved had the acquisition been consummated as of that time.
|  | Year Ended December 31,
|  | 2022 |  | 2021
|  | (dollars in thousands)
Revenue |  | $ | 2,690,969 |  |  | $ | 1,473,183 |
Net income |  | $ | 49,652 |  |  | $ | 35,810 |
The unaudited pro forma information for the periods set forth below gives effect to the acquisition as if it occurred as of January 1, 2020. The pro forma information is presented for informational purposes only and is not necessarily indicative of the results of operations that actually would have been achieved had the acquisitions been consummated as of that time.
|  |  |  | Years Ended December 31,
|  |  |  | 2021 |  | 2020
|  |  |  | (dollars in thousands)
Revenue |  |  |  | $ | 2,224,343 |  |  | $ | 2,087,025 |
The pro forma net loss was nominal for the years ended December 31, 2021 and 2020. Revenue attributable to MDC, included within the year ended December 31, 2021 Consolidated Statements of Operations was $605.4 million. The net loss included within the year ended December 31, 2021 Consolidated Statements of Operations was nominal. Transaction expenses were $15.0 million for the twelve months ended December 31, 2021.

X
- Definition Tabular disclosure of pro forma results of operations for a material business acquisition or series of individually immaterial business acquisitions that are material in the aggregate. + References Reference 1: http://www.xbrl.org/2009/role/commonPracticeRef -Publisher FASB -Name Accounting Standards Codification -Topic 805 -SubTopic 10 -Section 50 -Paragraph 2 -Subparagraph (h)(2) -URI https://asc.fasb.org/extlink&oid=79982066&loc=d3e1392-128463 Reference 2: http://www.xbrl.org/2009/role/commonPracticeRef -Publisher FASB -Name Accounting Standards Codification -Topic 805 -SubTopic 10 -Section 50 -Paragraph 2 -Subparagraph (h)(3) -URI https://asc.fasb.org/extlink&oid=79982066&loc=d3e1392-128463 + Details
Name: | us-gaap_BusinessAcquisitionProFormaInformationTextBlock
Namespace Prefix: | us-gaap_
Data Type: | dtr-types:textBlockItemType
Balance Type: | na
Period Type: | duration

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

X
- Definition Tabular disclosure of a material business combination completed during the period, including background, timing, and recognized assets and liabilities. This table does not include leveraged buyouts. + References Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef -Publisher FASB -Name Accounting Standards Codification -Topic 805 -SubTopic 10 -Section 50 -Paragraph 3 -URI https://asc.fasb.org/extlink&oid=79982066&loc=d3e1486-128463 Reference 2: http://fasb.org/us-gaap/role/ref/legacyRef -Publisher FASB -Name Accounting Standards Codification -Topic 805 -SubTopic 10 -Section 50 -Paragraph 2 -URI https://asc.fasb.org/extlink&oid=79982066&loc=d3e1392-128463 + Details
Name: | us-gaap_ScheduleOfBusinessAcquisitionsByAcquisitionTextBlock
Namespace Prefix: | us-gaap_
Data Type: | dtr-types:textBlockItemType
Balance Type: | na
Period Type: | duration

X
- Definition Tabular disclosure of finite-lived intangible assets acquired as part of a business combination or through an asset purchase, by major class and in total, including the value of the asset acquired, any significant residual value (the expected value of the asset at the end of its useful life) and the weighted-average amortization period. + References Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef -Publisher FASB -Name Accounting Standards Codification -Topic 350 -SubTopic 30 -Section 50 -Paragraph 1 -Subparagraph (a) -URI https://asc.fasb.org/extlink&oid=66006027&loc=d3e16265-109275 + Details
Name: | us-gaap_ScheduleOfFiniteLivedIntangibleAssetsAcquiredAsPartOfBusinessCombinationTextBlock
Namespace Prefix: | us-gaap_
Data Type: | dtr-types:textBlockItemType
Balance Type: | na
Period Type: | duration