Note 15 - Acquisitions

12 Months Ended

Dec. 31, 2016

Notes to Financial Statements

Business Combination Disclosure [Text Block]

15.

     

ACQUISITIONS

:

All of the following acquisitions, unless otherwise noted, were considered business combinations accounted for under ASC

805

“Business Combinations.” Pro forma information is not included in accordance with ASC

805

since no acquisitions were considered material individually or in the aggregate.

On

May

27,

2016,

we acquired certain assets of Transwest Truck Center Las Vegas, LLC, which included a Ford truck franchise in Las Vegas, Nevada

. The transaction was valued at approximately

$0.8

million, with the purchase price paid in cash.

On

September

28,

2015,

in connection with the divestiture of the Company’s Peterbilt dealership in Charlotte, North Carolina, the Company acquired certain assets of Peterbilt of Las Vegas, Inc., which operated a commercial vehicle dealership in Las Vegas, Nevada.  This location is operating as a Rush Truck Center and is a full-service Peterbilt dealership. The acquisition also included a PacLease commercial vehicle rental and leasing business.  The dealership swap was a like-kind exchange for tax purposes and enabled the Company to be consistent with its strategy of not having dealerships representing multiple Class

8

manufacturers in the same market as the Company continues to operate a facility representing International, Hino and Isuzu trucks in Charlotte. The sale price for the assets in Charlotte, North Carolina was approximately

$6.4

million, which was offset by floor plan and accounts payable of

$5.9

million.

The purchase price for the assets in Las Vegas, Nevada was approximately

$3.4

million, which was paid in cash. The operations of Peterbilt of Las Vegas, Inc. are included in the accompanying consolidated financial statements from the date of the acquisition. The purchase price was allocated based on the fair values of the assets at the date of acquisition as follows (in thousands):

Property, equipment and capital lease assets	$	17,241
Inventory		3,662
Prepaid expenses		295
Other		37
Accrued expenses		(960	)
Capital lease obligations		(16,925	)
Total	$	3,350

On

July

27,

2015,

the Company acquired certain assets of Dallas Truck Center, Inc., which included real estate and used truck inventory, in Dallas, Texas

. This location is operating as Rig Tough Used Trucks, Dallas. The transaction was valued at approximately

$3.3

million, with the purchase price paid in cash.

Property	$	2,308
Inventory		949
Total	$	3,257

On

May

4,

2015,

the Company acquired certain assets of Yancey Truck Centers, LLC, which operated commercial vehicle dealerships in Albany, Blackshear, Tifton, Valdosta, Augusta, Columbus and Macon, Georgia.  Certain of these locations are operating as Rush Truck Centers and offer commercial vehicle sales, parts and service for International trucks.  The acquisition also included an Idealease commercial vehicle rental and leasing business. 

The purchase price for the assets, goodwill, franchise rights and dealership properties was approximately

$30.1

million, which was paid in cash. The operations of Yancey Truck Centers, LLC are included in the accompanying consolidated financial statements from the date of the acquisition. The purchase price was allocated based on the fair values of the assets at the date of acquisition as follows (in thousands):

Goodwill	$	11,670
Property and equipment		11,316
Inventory		7,206
Other		85
Accrued expenses		(220	)
Total	$	30,057

All of the goodwill acquired in the Yancey Truck Centers, LLC

acquisition will be amortized over

15

years for tax purposes.

On

February

9,

2015,

the Company acquired certain assets of Effingham Truck Sales, Inc. The acquisition included International commercial truck dealerships and an Idealease commercial vehicle rental and leasing business in Effingham and Mount Vernon, Illinois.

The purchase price for the assets, membership interests, goodwill, and dealership properties was approximately

$25.3

million, which was paid in cash. The operations of Effingham Truck Sales, Inc. are included in the accompanying consolidated financial statements from the date of the acquisition. The purchase price was allocated based on the fair values of the assets at the date of acquisition as follows (in thousands):

Goodwill	$	9,159
Inventory		7,622
Property and equipment		7,090
Accounts receivable		1,306
Prepaid expenses		80
Other		4
Total	$	25,261

All of the goodwill acquired in the Effingham Truck Sales, Inc.

acquisition will be amortized over

15

years for tax purposes.