Acquisitions - Acquisitions (Tables)

The following table presents the summary of the assets acquired and liabilities assumed as of the acquisition date, as well as the acquisition accounting adjustments. The final acquisition accounting adjustments did not have a significant effect on the consolidated statements of earnings.



(In Thousands)	Amounts Recognized as of Acquisition Date¹			Acquisition Accounting Adjustments²			Amounts Recognized as of Acquisition Date (as adjusted)
Purchase Price	$	54,900		$	—		$	54,900

Estimated Fair Value of Identifiable Assets Acquired and Liabilities Assumed
Cash and Cash Equivalents	4,185			—			4,185
Loans Receivable³	89,186			(60		)	89,126
Receivables	45			—			45
Property, Plant and Equipment	2,754			—			2,754
Other Intangibles⁴	3,400			(500		)	2,900
Income Tax Receivable	728			—			728
Prepaid Expenses and Other Assets	671			—			671
Deferred Income Tax Assets	375			2,115			2,490
Total Identifiable Assets Acquired	101,344			1,555			102,899
Accounts Payable and Accrued Expenses	(1,709		)	(1,265		)	(2,974		)
Debt	(45,025		)	—			(45,025		)
Total Liabilities Assumed	(46,734		)	(1,265		)	(47,999		)
Goodwill	290			(290		)	—
Net Assets Acquired	$	54,900		$	—		$	54,900

¹As previously reported in the notes to the consolidated financial statements included in the Company's Annual Report on Form 10-K for the year ended December 31, 2015.

²The acquisition accounting adjustments primarily relate to the resolution of certain income tax-related matters and contingencies that existed as of the acquisition date.

³Contractually required amounts due at the acquisition date were $94.2 million.

⁴Identifiable intangible assets are further disaggregated in the table below.

The intangible assets attributable to the DAMI acquisition are comprised of the following:



	Fair Value (in thousands)		Weighted Average Life (in years)
Technology	$	2,550	5.0
Non-compete Agreements	350		5.0
Total Acquired Intangible Assets	$	2,900

The following table presents the summary of the assets acquired and liabilities assumed as of the April 14, 2014 acquisition date, as well as the acquisition adjustments.



(In Thousands)	Amounts Recognized as of Acquisition Date (as adjusted)¹			Acquisition Accounting Adjustments²			Amounts Recognized as of Acquisition Date (as adjusted)
Purchase Price	$	705,810		$	—		$	705,810

Estimated Fair Value of Identifiable Assets Acquired and Liabilities Assumed
Cash and Cash Equivalents	5,810			—			5,810
Receivables^{2, 3}	27,581			(4,245		)	23,336
Lease Merchandise²	141,185			110			141,295
Property, Plant and Equipment	4,010			—			4,010
Other Intangibles⁴	325,000			—			325,000
Prepaid Expenses and Other Assets	893			—			893
Total Identifiable Assets Acquired	504,479			(4,135		)	500,344
Accounts Payable and Accrued Expenses²	(29,104		)	3,049			(26,055		)
Deferred Income Taxes Payable²	(48,749		)	(335		)	(49,084		)
Customer Deposits and Advance Payments	(10,000		)	—			(10,000		)
Total Liabilities Assumed	(87,853		)	2,714			(85,139		)
Goodwill⁵	289,184			1,421			290,605
Net Assets Acquired	$	705,810		$	—		$	705,810

¹As previously reported in the notes to consolidated financial statements included in the Company's Annual Report on Form 10-K for the year ended December 31, 2014, which includes the effects of certain acquisition accounting adjustments recognized in 2014.

²The acquisition accounting adjustments recognized in 2015 related to the resolution of income tax uncertainties and sales tax exposures, which also impacted the fair value estimates of receivables and lease merchandise related to the secondary escrow amount, subsequent to the acquisition date.

³Receivables include $13.4 million related to the secondary escrow amount, which the Company expects to recover prior to April 14, 2017. The gross amount due under customer-related receivables acquired was $22.7 million, of which $10.9 million was expected to be uncollectible.

⁴Identifiable intangible assets are further disaggregated in the following table.

⁵The total goodwill recognized in conjunction with the Progressive acquisition has been assigned to the Progressive operating segment. Of the goodwill recognized as part of this acquisition, $247.0 million is expected to be deductible for tax purposes. The primary reasons the purchase price of the acquisition exceeded the fair value of the net assets acquired, which resulted in the recognition of goodwill, is related to synergistic value created from the combination of Progressive’s virtual customer payment capabilities with the Company’s leading traditional lease-to-own model. Goodwill also includes certain other intangible assets that do not qualify for separate recognition, such as an assembled workforce.

The following table details the sources of cash for the purchase price of the Company’s acquisition of Progressive:



(In Thousands)
Proceeds from Private Placement Note Issuance	$	300,000
Proceeds from Term Loan	126,250
Proceeds from Revolving Credit Facility	65,000
Cash Consideration	185,454
Deferred Cash Consideration	29,106
Purchase Price	$	705,810

The intangible assets attributable to the Progressive acquisition are comprised of the following:



	Fair Value (in thousands)		Weighted Average Life (in years)
Internal Use Software	$	14,000	3.0
Technology	66,000		10.0
Trade Names and Trademarks	53,000		Indefinite
Customer Lease Contracts	11,000		1.0
Merchant Relationships	181,000		12.0
Total Acquired Intangible Assets¹	$	325,000

¹Acquired definite-lived intangible assets have a total weighted average life of 10.6 years.

The following table presents unaudited consolidated pro forma information as if the acquisition of Progressive had occurred on January 1, 2013:



	Twelve Months Ended December 31, 2014
(In Thousands)	As Reported		Pro Forma
Revenues	$	2,695,033	$	2,851,631
Net Earnings	78,233		86,038