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Acquisition of Businesses (Tables) | 12 Months Ended
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Dec. 31, 2014
Business Combinations [Abstract] |
Schedule of recognized identified assets acquired and liabilities assumed | The following table summarizes the preliminary recording of the fair values of the assets acquired and liabilities assumed as of the acquisition date. Due to the recent timing of the acquisition, we have not yet finalized our purchase price allocation. These amounts are subject to change within the measurement period as assessment of intangible assets, contingent consideration, working capital and certain tax amounts are finalized.
(in thousands) |  |  |  |
Purchase price paid as: |  |  |  |
Cash |  |  |  | $ | 12,068 |
Contingent consideration |  |  |  | 1,244 |
Cash acquired |  |  |  | (943 | )
Purchase price, net of cash acquired |  |  |  | $ | 12,369 |
Fair value of net assets acquired: |  |  |  |
Accounts receivable, net |  | $ | 1,747 |  |  |
Inventory |  | 46 |  |  |
Prepaid expenses |  | 115 |  |  |
Property and equipment, net |  | 1,280 |  |  |
Intangible assets |  | 3,595 |  |  |
Total assets acquired |  | 6,783 |  |  |
Accounts payable |  | 421 |  |  |
Accrued liabilities |  | 990 |  |  |
Customer deposits |  | 569 |  |  |
Deferred tax liability |  | 891 |  |  |
Other liabilities |  | 106 |  |  |
Total liabilities acquired |  | 2,977 |  |  |
Total fair value of net assets acquired |  |  |  | 3,806 |
Excess purchase price over fair value of net assets acquired (“goodwill”) |  |  |  | $ | 8,563 |
The following table summarizes the preliminary recording of the fair values of the assets acquired and liabilities assumed as of the acquisition date. Due to the recent timing of the acquisition, we have not yet finalized our purchase price allocation. These amounts are subject to change within the measurement period as assessment of intangible assets and certain tax amounts are finalized.
(in thousands) |  |  |  |
Purchase price paid as: |  |  |  |
Cash |  |  |  | $ | 24,416 |
Cash acquired |  |  |  | (190 | )
Purchase price, net of cash acquired |  |  |  | $ | 24,226 |
Fair value of net assets acquired: |  |  |  |
Accounts receivable, net |  | $ | 264 |  |  |
Inventory |  | 433 |  |  |
Prepaid expenses |  | 410 |  |  |
Property and equipment, net |  | 5,902 |  |  |
Intangible assets |  | 8,708 |  |  |
Total assets acquired |  | 15,717 |  |  |
Accounts payable |  | 1,232 |  |  |
Accrued liabilities |  | 2,246 |  |  |
Customer deposits |  | 199 |  |  |
Deferred tax liability |  | 241 |  |  |
Revolving credit facility |  | 488 |  |  |
Accrued dilapidations |  | 589 |  |  |
Total liabilities acquired |  | 4,995 |  |  |
Total fair value of net assets acquired |  |  |  | 10,722 |
Excess purchase price over fair value of net assets acquired (“goodwill”) |  |  |  | $ | 13,504 |
The following table summarizes the preliminary recording of the fair values of the assets acquired and liabilities assumed as of the acquisition date. Due to the recent timing of the acquisition, we have not yet finalized our purchase price allocation. These amounts are subject to change within the measurement period as assessment of intangible assets and certain tax amounts are finalized.
(in thousands) |  |  |  |
Purchase price paid as: |  |  |  |
Cash |  |  |  | $ | 42,950 |
Cash acquired |  |  |  | (4,064 | )
Purchase price, net of cash acquired |  |  |  | $ | 38,886 |
Fair value of net assets acquired: |  |  |  |
Accounts receivable, net |  | $ | 4,008 |  |  |
Prepaid expenses |  | 640 |  |  |
Property and equipment, net |  | 2,450 |  |  |
Other non-current assets |  | 309 |  |  |
Intangible assets |  | 14,300 |  |  |
Total assets acquired |  | 21,707 |  |  |
Accounts payable |  | 738 |  |  |
Accrued liabilities |  | 3,341 |  |  |
Customer deposits |  | 4,225 |  |  |
Deferred tax liability |  | 1,614 |  |  |
Other liabilities |  | 309 |  |  |
Total liabilities acquired |  | 10,227 |  |  |
Total fair value of net assets acquired |  |  |  | 11,480 |
Excess purchase price over fair value of net assets acquired (“goodwill”) |  |  |  | $ | 27,406 |
The following table summarizes the preliminary recording of the fair values of the assets acquired and liabilities assumed as of the acquisition date. Due to the recent timing of the acquisition, we have not yet finalized our purchase price allocation. These amounts are subject to change within the measurement period as assessment of intangible assets and certain tax amounts are finalized.
(in thousands) |  |  |  |
Purchase price paid as: |  |  |  |
Cash |  |  |  | $ | 33,674 |
Additional purchase price payable upon tax election |  |  |  | 1,300 |
Working capital receivable |  |  |  | (279 | )
Cash acquired |  |  |  | (4,204 | )
Purchase price, net of cash acquired |  |  |  | $ | 30,491 |
Fair value of net assets acquired: |  |  |  |
Accounts receivable, net |  | $ | 1,450 |  |  |
Prepaid expenses |  | 120 |  |  |
Property and equipment, net |  | 93 |  |  |
Intangible assets |  | 15,000 |  |  |
Total assets acquired |  | 16,663 |  |  |
Accounts payable |  | 488 |  |  |
Accrued liabilities |  | 1,557 |  |  |
Customer deposits |  | 4,525 |  |  |
Other liabilities |  | 128 |  |  |
Total liabilities acquired |  | 6,698 |  |  |
Total fair value of net assets acquired |  |  |  | 9,965 |
Excess purchase price over fair value of net assets acquired (“goodwill”) |  |  |  | $ | 20,526 |
The following table summarizes the recording of the fair values of the assets acquired and liabilities assumed as of the acquisition date. These amounts are subject to change within the measurement period as our working capital adjustments are finalized.
(in thousands) |  |  |  |
Purchase price paid as: |  |  |  |
Cash |  |  |  | $ | 16,544 |
Working capital adjustment payable |  |  |  | 320 |
Total purchase price |  |  |  | 16,864 |
Fair value of net assets acquired: |  |  |  |
Prepaid expenses |  | $ | 24 |  |  |
Inventory |  | 1,374 |  |  |
Property and equipment, net |  | 14,510 |  |  |
Intangible assets |  | 189 |  |  |
Total assets acquired |  | 16,097 |  |  |
Accrued liabilities |  | 35 |  |  |
Customer deposits |  | 402 |  |  |
Other liabilities |  | 64 |  |  |
Total liabilities acquired |  | 501 |  |  |
Total fair value of net assets acquired |  |  |  | 15,596 |
Excess purchase price over fair value of net assets acquired (“goodwill”) |  |  |  | $ | 1,268 |
Unaudited pro forma results of operations attributable to Viad | The following table summarizes the unaudited pro forma results of operations attributable to Viad, assuming that the acquisitions above had each been completed on January 1, 2013:
(in thousands, except per share data) |  | 2014 |  | 2013
Revenue |  | $ | 1,109,629 |  |  | $ | 1,015,275 |
Depreciation and amortization |  | 38,452 |  |  | 38,981 |
Income from continuing operations |  | 44,360 |  |  | 15,317 |
Net income attributable to Viad |  | 55,557 |  |  | 17,510 |
Diluted net income per share |  | 2.76 |  |  | 0.86 |
Basic net income per share |  | 2.76 |  |  | 0.86 |

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- 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/2003/role/presentationRef -Publisher FASB -Name Accounting Standards Codification -Topic 805 -SubTopic 10 -Section 50 -Paragraph 2 -Subparagraph (h)(2)-(3) -URI http://asc.fasb.org/extlink&oid=25497992&loc=d3e1392-128463 + Details
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- Definition Tabular disclosure of the amounts recognized as of the acquisition date for each major class of assets acquired and liabilities assumed. May include but not limited to the following: (a) acquired receivables; (b) contingencies recognized at the acquisition date; and (c) the fair value of noncontrolling interests in the acquiree. + References Reference 1: http://www.xbrl.org/2003/role/presentationRef -Publisher FASB -Name Accounting Standards Codification -Topic 805 -SubTopic 20 -Section 50 -Paragraph 1 -URI http://asc.fasb.org/extlink&oid=39739317&loc=d3e4845-128472 + Details
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