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Business Acquisitions, Goodwill and Other Intangible Assets (Tables)

6 Months Ended

Dec. 25, 2015

Schedule of assets acquired and liabilities assumed

The following summarizes the estimated fair values of the Pipeline Services assets acquired and liabilities assumed, as of the acquisition date:



Cash and cash equivalents			$	355
Accounts receivable			26,406
Prepaid expenses and other current assets			7,276
Property and equipment			3,552
Identifiable intangible assets:
	Customer relationships and backlog		43,500
	Internally developed software		1,000
		Total identifiable intangible assets	44,500
Goodwill			64,673
Other non-current assets			20,683
Accounts payable			(2,587		)
Accrued compensation and benefits			(7,199		)
Other accrued liabilities			(5,210		)
Current portion of long-term debt			(6,447		)
Long-term debt, net of current portion			(18,547		)
	Net assets acquired		$	127,455

Schedule of pro forma information

These unaudited pro forma operating results are presented for illustrative purposes only and are not indicative of the operating results that would have been achieved had the acquisition occurred on July 1, 2014, nor does the information project results for any future period.



	Six Months Ended
	December 25, 2015		December 26, 2014
Gross revenue	$	368,254	$	373,123
Net service revenue	262,121		267,322
Net income applicable to TRC Companies, Inc.	6,419		2,338

Basic earnings per common share	$	0.21	$	0.08
Diluted earnings per common share	$	0.20	$	0.08

Schedule of acquisition and integration expenses

Acquisition and integration expenses in the accompanying condensed consolidated statements of operations were comprised of the following:



	Three Months Ended		Six Months Ended
	December 25, 2015		December 25, 2015
Severance and personnel costs	$	238	$	686
Professional services and other expenses	1,002		1,432
Total	$	1,240	$	2,118

Schedule of goodwill

The carrying amount of goodwill for the six months ended December 25, 2015 by operating segment are as follows:



	Gross									Gross
	Balance,		Accumulated			Balance,				Balance,		Accumulated			Balance,
	July 1,		Impairment			July 1,		Additions /		December 25,		Impairment			December 25,
Operating Segment	2015		Losses			2015		Adjustments		2015		Losses			2015
Energy	$	28,506	$	(14,506	)	$	14,000	$	—	$	28,506	$	(14,506	)	$	14,000
Environmental	40,889		(17,865		)	23,024		—		40,889		(17,865		)	23,024
Infrastructure	7,224		(7,224		)	—		—		7,224		(7,224		)	—
Pipeline Services	—		—			—		64,673		64,673		—			64,673
	$	76,619	$	(39,595	)	$	37,024	$	64,673	$	141,292	$	(39,595	)	$	101,697

Schedule of identifiable intangible assets

Identifiable intangible assets as of December 25, 2015 and June 30, 2015 are included in other assets on the condensed consolidated balance sheets and were comprised of:



	December 25, 2015							June 30, 2015
	Gross					Net		Gross					Net
	Carrying		Accumulated			Carrying		Carrying		Accumulated			Carrying
Identifiable intangible assets	Amount		Amortization			Amount		Amount		Amortization			Amount
With determinable lives:
Customer relationships	$	59,218	$	(9,564	)	$	49,654	$	16,618	$	(7,740	)	$	8,878
Contract backlog	900		(75		)	825		—		—			—
Technology	1,000		(17		)	983		—		—			—
	61,118		(9,656		)	51,462		16,618		(7,740		)	8,878
With indefinite lives:
Engineering licenses	426		—			426		426		—			426
	$	61,544	$	(9,656	)	$	51,888	$	17,044	$	(7,740	)	$	9,304

Schedule of expected amortization expense

Estimated amortization expense of intangible assets for the remainder of fiscal year 2016 and succeeding fiscal years is as follows:



Fiscal Year		Amount
2016		$	3,212
2017		6,264
2018		6,917
2019		6,641
2020		5,667
2021 and Thereafter		22,761
	Total	$	51,462