XML 20 R10.htm IDEA: XBRL DOCUMENT v3.20.2
Acquisitions
3 Months Ended
Jun. 27, 2020
Acquisitions [Abstract]  
Acquisitions NOTE 3 – ACQUISITIONS

Monro’s acquisitions are strategic moves in our plan to fill in and expand our presence in our existing and contiguous markets, expand into new markets and leverage fixed operating costs such as distribution, advertising and administration. Acquisitions in this footnote include acquisitions of five or more locations as well as acquisitions of one to four locations that are part of our greenfield store growth strategy.

Fiscal 2020

During the first quarter of fiscal 2020, we acquired the following businesses for an aggregate purchase price of $54.1 million. The acquisitions were financed through our existing credit facility. The results of operations for these acquisitions are included in our financial results from the respective acquisition dates.

On June 23, 2019, we acquired two retail tire and automotive repair stores located in California from BAW LLC. These stores operate under the Tire Choice name.

On May 19, 2019, we acquired 40 retail tire and automotive repair stores and one distribution center located in California from Certified Tire & Service Centers, Inc. These stores operate under the Tire Choice name.

On March 31, 2019, we acquired 12 retail tire and automotive repair stores located in Louisiana from Allied Discount Tire & Brake, Inc. These stores operate under the Tire Choice name.

These acquisitions resulted in goodwill related to, among other things, growth opportunities, synergies and economies of scale expected from combining these businesses with ours, as well as unidentifiable intangible assets. All of the goodwill is expected to be deductible for tax purposes. We have recorded finite-lived intangible assets at their estimated fair value related to customer lists.

We expensed all costs related to acquisitions in the quarter ended June 29, 2019. The total costs related to completed acquisitions were $0.5 million for the quarter ended June 29, 2019. These costs are included in the Consolidated Statements of Comprehensive Income primarily under operating, selling, general and administrative expenses.

Sales for the fiscal 2020 acquired entities for the quarter ended June 29, 2019 totaled $7.1 million for the period from acquisition date through June 29, 2019.

Supplemental pro forma information for the current or prior reporting periods has not been presented due to the impracticability of obtaining detailed, accurate or reliable data for the periods the acquired entities were not owned by Monro.

We have recorded the identifiable assets acquired and liabilities assumed at their fair values as of their respective acquisition dates (including any measurement period adjustments), with the consideration transferred and net identifiable liabilities assumed recorded as goodwill as follows:

As of
Acquisition
Date

(Dollars in
thousands)

Inventories

$

2,691

Other current assets

371

Property, plant and equipment

  

1,558

Finance lease and financing obligation assets, net

15,867

Operating lease assets, net

23,411

Intangible assets

  

1,598

Other non-current assets

103

Long-term deferred income tax assets

  

3,489

Total assets acquired

  

49,088

Current portion of finance leases and financing obligations

1,470

Current portion of operating lease liabilities

2,644

Deferred revenue

1,069

Other current liabilities

  

214

Long-term finance leases and financing obligations

  

20,750

Long-term operating lease liabilities

25,674

Other long-term liabilities

  

1,171

Total liabilities assumed

  

52,992

Total net identifiable liabilities assumed

  

$

(3,904)

Total consideration transferred

  

$

54,093

Less: total net identifiable liabilities assumed

  

(3,904)

Goodwill

  

$

57,997

The following are the intangible assets acquired and their respective fair value and weighted average useful life:

As of
Acquisition Date

Dollars in
thousands

Weighted
Average
Useful Life

Customer lists

$

1,598

7 years

As a result of the updated purchase price allocations for the entities acquired during the fiscal year ended March 28, 2020, certain of the fair value amounts previously estimated were adjusted during the measurement period. These measurement period adjustments resulted from updated valuation reports and appraisals received from our external valuation specialists, as well as revisions to internal estimates.

The measurement period adjustments were not material to the Consolidated Balance Sheet and Statement of Comprehensive Income for the quarter ended June 27, 2020.

We continue to refine the valuation data and estimates primarily related to inventory, warranty reserves, intangible assets and real property leases for fiscal 2020 acquisitions which closed subsequent to June 29, 2019, and expect to complete the valuations no later than the first anniversary date of the respective acquisition. We anticipate that adjustments will continue to be made to the fair values of identifiable assets acquired and liabilities assumed and those adjustments may or may not be material.