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ACQUISITIONS (Tables) | 12 Months Ended
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Jan. 01, 2017
Aon Hewitt |
Business Acquisition [Line Items] |
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed | The following table reflects our final allocation of the purchase price (in thousands):
| Purchase Price Allocation
Cash purchase price, net of working capital adjustment (1) | $ | 72,476 |
Purchase price allocated as follows: |
Accounts receivable | $ | 12,272 |
Prepaid expenses, deposits and other current assets (1) | 894 |
Customer relationships | 34,900 |
Technologies | 400 |
Total assets acquired | 48,466 |
Accrued wages and benefits | 1,025 |
Other long-term liabilities | 456 |
Total liabilities assumed | 1,481 |
Net identifiable assets acquired | 46,985 |
Goodwill (2) | 25,491 |
Total consideration allocated (1) | $ | 72,476 |
(1) | The final purchase price allocation was adjusted for the final working capital adjustment.
(2) | Goodwill represents the expected synergies with our existing business, the acquired assembled workforce, potential new customers, and future cash flows after the acquisition of the RPO business of Aon Hewitt. Goodwill is deductible for income tax purposes over 15 years as of January 4, 2016.
Schedule of Finite-Lived Intangible Assets Acquired as Part of Business Combination | The following table sets forth the components of identifiable intangible assets and their estimated useful lives as of January 4, 2016 (in thousands, except for estimated useful lives, in years):
| Estimated Fair Value |  | Estimated Useful Lives in Years
Customer relationships | $ | 34,900 |  |  | 9.0
Technologies | 400 |  |  | 3.0
Total acquired identifiable intangible assets | $ | 35,300 |  |  |
SIMOS Insourcing Solutions Corporation |
Business Acquisition [Line Items] |
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed | The following table reflects our final allocation of the purchase price (in thousands):
| Purchase Price Allocation
Purchase price: |
Cash purchase price, net of working capital adjustment | $ | 66,603 |
Contingent consideration | 18,300 |
Total consideration | $ | 84,903 |
Purchase price allocated as follows: |
Accounts receivable (1) | $ | 19,207 |
Prepaid expenses, deposits and other current assets | 461 |
Property and equipment | 464 |
Customer relationships | 39,000 |
Trade name/trademarks | 800 |
Technologies | 100 |
Restricted cash | 4,277 |
Other non-current assets | 2,439 |
Total assets acquired | 66,748 |
Accounts payable and other accrued expenses | 3,741 |
Accrued wages and benefits | 4,075 |
Workers' compensation liability | 8,520 |
Total liabilities assumed | 16,336 |
Net identifiable assets acquired | 50,412 |
Goodwill (2) | 34,491 |
Total consideration allocated | $ | 84,903 |
(1) | The gross contractual amount of accounts receivable was $19.3 million of which $0.1 million was estimated to be uncollectible.
(2) | Goodwill represents the expected synergies with our existing business, the acquired assembled workforce, potential new customers, and future cash flows after the acquisition of SIMOS. Goodwill is deductible for income tax purposes over 15 years as of December 1, 2015.
Schedule of Finite-Lived Intangible Assets Acquired as Part of Business Combination | The following table sets forth the components of identifiable intangible assets and their estimated useful lives as of December 1, 2015 (in thousands, except for estimated useful lives, in years):
| Estimated Fair Value |  | Estimated Useful Lives in Years
Customer relationships | $ | 39,000 |  |  | 9.0
Trade name/trademarks | 800 |  |  | 3.0
Technologies | 100 |  |  | 2.0
Total acquired identifiable intangible assets | $ | 39,900 |  |  |
Staffing Solutions Holdings, Inc. (Seaton) |
Business Acquisition [Line Items] |
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed | The following information reflects our allocation of the purchase price (in thousands):
| Purchase Price Allocation
Accounts receivable (1) | $ | 94,571 |
Prepaid expenses, deposits and other current assets | 7,111 |
Property and equipment | 6,957 |
Other non-current assets | 7,848 |
Restricted cash | 1,227 |
Intangible assets | 117,100 |
Total assets acquired | 234,814 |
Accounts payable and other accrued expenses | 28,916 |
Accrued wages and benefits | 18,528 |
Workers' compensation claims reserve | 26,433 |
Deferred tax liability | 13,514 |
Other long-term liabilities | 1,163 |
Total liabilities assumed | 88,554 |
Net identifiable assets acquired | 146,260 |
Goodwill (2) | 159,616 |
Net assets acquired | $ | 305,876 |
(1) | The gross contractual amount of accounts receivable was $96.7 million of which $2.1 million was estimated to be uncollectible.
(2) | Goodwill is attributable to the acquired workforce, the expected synergies, and future cash flows after the acquisition of Seaton. Synergies consist primarily of increasing service capacity through acquiring workforce and facilities, increasing market share and economies of scale, increasing operational efficiency and expertise, and leveraging technology investments.
Finite-Lived and Indefinite-Lived Intangible Assets Acquired as Part of Business Combination [Table Text Block] | The following table sets forth the components of identifiable intangible assets and their estimated useful lives as of June 30, 2014 (in thousands, except for estimated useful lives, in years):
| Estimated Fair Value |  | Weighted Average Estimated Useful Lives in Years
Trade name/trademarks | $ | 10,500 |  |  | Indefinite
Trade name/trademarks | 300 |  |  | 4.0
Technologies | 18,300 |  |  | 4.6
Customer relationships | 88,000 |  |  | 9.7
Total intangible assets | $ | 117,100 |  |  |

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