XML 23 R9.htm IDEA: XBRL DOCUMENT v3.6.0.2
Acquisitions
12 Months Ended
Dec. 31, 2016
Business Combinations [Abstract]  
ACQUISITIONS
ACQUISITIONS
Our growth strategy depends on the execution of our Strategic Acquisition Model. We assess the strategic positioning of acquisition candidates based on certain criteria, which include volume and price trends, size of business, size of market, competitive standing, demographics, strength of brand and barriers to entry. The value of the acquisition candidates is based on the local market competitive dynamic which allows for appropriate and differentiating enterprise valuations and flexibility to customize the transactions.
On May 31, 2016, we acquired two funeral home businesses in Houston, Texas for approximately $10.2 million. The purchase price consisted of $6.72 million paid in cash at closing and $6.5 million of deferred purchase price payments. The net present value of such future deferred purchase price payments for these two funeral home businesses was $3.5 million, which was recorded in Long-term debt on our Consolidated Balance Sheets at acquisition. The deferred purchase price payments are being paid in 80 equal quarterly installments of $81,250 which commenced on the closing date and then each September 1, December 1, March 1 and June 1 for the next 20 years.
On September 20, 2016, we acquired a funeral home business in Madera, California for $5.65 million in cash.
On November 8, 2016, we acquired a funeral home business in Brookfield, Wisconsin for approximately $6.8 million. The purchase price consisted of $3.5 million paid in cash at closing and $4.5 million of deferred purchase price payments. The net present value of such future deferred purchase price payments for the funeral home business was $3.3 million, which was recorded in Long-term debt on our Consolidated Balance Sheets at acquisition. The deferred purchase price payments are being paid in equal annual installments of $447,000 which commenced on the closing date and then each anniversary of the closing date for the next 10 years.
On November 15, 2016, we acquired two funeral home businesses; one in Burlington, North Carolina and one in Graham, North Carolina for approximately $10.1 million. The purchase price consisted of $8.0 million paid in cash at closing and $2.5 million of deferred purchase price payments. The net present value of such future deferred purchase price payments for the funeral home business was $2.1 million, which was recorded in Long-term debt on our Consolidated Balance Sheets at acquisition. The deferred purchase price payments are being paid in 60 equal monthly installments of $41,667 which commenced on the first month following the closing date and then each month for the next 5 years.
The pro forma impact of these acquisitions on prior periods is not presented, as the impact is not material to our reported results. The results of the acquired businesses are included in the Company's results from the date of acquisition.
The following table summarizes the breakdown of the purchase price for the businesses described above (in thousands):
 
Purchase Price
Cash paid
$
23,871

Deferred payments
8,884

Purchase Price
$
32,755


The following table summarizes the breakdown of the purchase price allocation for the businesses described above (in thousands):
 
Purchase Price Allocation
Current assets
$
530

Property, plant & equipment
15,972

Goodwill
11,832

Intangible and other non-current assets
4,588

Assumed liabilities
(167
)
Purchase Price
$
32,755


The intangible and other non-current assets relate to the fair value of tradenames and agreements not-to-compete, and the assumed liabilities relate to the obligations associated with certain financed automobiles we acquired.
The following table summarizes the fair value of the assets acquired for these businesses (in millions):
Acquisition Date
 
Type of Business
 
Market
 
Assets
Acquired
(Excluding
Goodwill)
 
Goodwill
Recorded
 
Liabilities
and Debt
Assumed
May 31, 2016
 
Two Funeral Homes
 
Houston, TX
 
$
7.0

 
$
3.3

 
$
(0.1
)
September 20, 2016
 
One Funeral Home
 
Madera, CA
 
$
3.7

 
$
1.9

 
$

November 8, 2016
 
One Funeral Home
 
Brookfield, WI
 
$
5.7

 
$
1.2

 
$
(0.1
)
November 15, 2016
 
Two Funeral Homes
 
Burlington/Graham, NC
 
$
4.7

 
$
5.4

 
$

As of December 31, 2016, our accounting for our 2016 acquisitions is complete. See Note 12 to the Consolidated Financial Statements included herein for additional information on our intangible and other non-current assets.
The following table summarizes the fair value of the assets acquired during 2015 (in thousands):
 
Purchase Price Allocation
Current assets
$
92

Property, plant & equipment
5,966

Goodwill
6,974

Intangible and other non-current assets
1,986

Purchase Price
$
15,018


The following table summarizes the fair value of the assets acquired during 2015 (in millions):
Acquisition Date
 
Type of Business
 
Market
 
Assets
Acquired
(Excluding
Goodwill)
 
Goodwill
Recorded
 
Liabilities
and Debt
Assumed
February 25, 2015
 
One Funeral Home
 
Clarksville, TN
 
$
4.9

 
$
3.9

 
$

November 17, 2015
 
One Funeral Home
 
Wakeforest, NC
 
$
3.1

 
$
3.1

 
$