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Acquisitions
12 Months Ended
Jun. 30, 2014
Business Combinations [Abstract]  
Acquisitions
Acquisitions
Fiscal Year 2014 Acquisitions

On January 2, 2014, the Company acquired all of the outstanding stock of EMCOR Energy Services, Inc. ("EES"), a subsidiary of EMCOR Group, Inc., headquartered in San Francisco, California. EES provides engineering and related consulting services to utilities to support their energy programs in California. Services include engineering, technical review, verification, and administration of utilities’ energy efficiency programs. The purchase price of $1,644 consisted of a cash payment of $1,400, and a $244 net working capital adjustment. Goodwill of $247, none of which is expected to be tax deductible, and other intangible assets of $861 were recorded as a result of this acquisition. The goodwill is primarily attributable to the synergies and ancillary growth opportunities expected to arise after the acquisition. The EES acquisition has been recorded in the Energy operating segment. The impact of this acquisition was not material to the Company's consolidated balance sheets and results of operations.

On July 22, 2013, the Company acquired all of the outstanding stock of Utility Support Systems, Inc. ("USS"), headquartered in Douglasville, Georgia. USS provides engineering and related services primarily supporting the power/utility market. The purchase price of approximately $5,027 consisted of: (i) cash of $2,500 payable at closing, (ii) a second cash payment of $1,803 payable on the one-year anniversary of the closing date subject to withholding for various contractual issues, and (iii) 34 shares of the Company's common stock valued at $295 on the closing date. The selling shareholders are also entitled to contingent cash consideration through an earn-out provision based on net service revenue ("NSR") performance of the acquired firm over the twelve month period following closing. The Company estimated the fair value of the contingent earn-out liability to be $504 based on the projections and probabilities of reaching the performance goals through July 2014. Goodwill of $2,180, none of which is expected to be tax deductible, and other intangible assets of $2,056 were recorded as a result of this acquisition. The goodwill is primarily attributable to the synergies and ancillary growth opportunities expected to arise after the acquisition. The USS acquisition has been recorded in the Energy operating segment. The impact of this acquisition was not material to the Company's consolidated balance sheets and results of operations.

Fiscal Year 2013 Acquisitions

On January 18, 2013, the Company acquired the assets of the GE Air Emissions Testing ("GE-Air") business. The purchase price consisted of $3,150 in cash. In addition, a final working capital adjustment of $802 was received. Goodwill of $848, all of which is expected to be tax deductible, and other intangible assets of $1,849 were recorded as a result of this acquisition. The GE-Air acquisition has been recorded in the Environmental operating segment. The impact of this acquisition was not material to the Company's consolidated balance sheets and results of operations.

On December 31, 2012, the Company acquired all of the outstanding stock of Heschong Mahone Group, Inc. ("HMG"), headquartered in Sacramento, California. HMG provides professional consulting services in the field of energy efficiency. The purchase price, consisted of: (i) $3,500 in cash, (ii) a one year $1,500 subordinated promissory note with an interest rate of 3.0% per annum, (iii) 88 shares of the Company's common stock valued at $515 on the closing date, and (iv) a net working capital adjustment of $306. The selling shareholders were also entitled to contingent cash consideration through an earn-out provision based on net service revenue performance of the acquired firm over the twelve month period following closing. The Company estimated the fair value of the contingent earn-out liability to be $475 based on the projections and probabilities of reaching the performance goals through December 2013. The earnout goals were not achieved, and the liability was subsequently reversed in fiscal year 2014. Goodwill of $2,711 and other intangible assets of $2,618 were recorded as a result of this acquisition. HMG was purchased under the election provision of Internal Revenue Code 338(h)(10), and therefore the amortization of goodwill and intangible assets is expected to be deductible for tax purposes. The HMG acquisition has been recorded in the Energy operating segment. The impact of this acquisition was not material to the Company's consolidated balance sheets and results of operations.

Fiscal Year 2012 Acquisition

On September 3, 2011, the Company acquired all of the outstanding stock of privately-held The Payne Firm, Inc. ("Payne") through a combination of cash and stock. Headquartered in Cincinnati, Ohio, Payne is an environmental consulting firm that specializes in providing a range of services to the legal and financial communities and industries ranging from manufacturing and health care to higher education. Payne has been integrated into the Company's business processes and systems as a part of the Company's Environmental operating segment. The purchase price of approximately $4,778 consisted of: (i) cash of $3,500 payable at closing, (ii) 61 shares of the Company's common stock valued at $266 on the closing date, (iii) future earnout consideration with an estimated fair value of $855, and (iv) a net working capital adjustment of $157. Goodwill of $3,889 and other intangible assets of $803 were recorded as a result of this acquisition. The goodwill is the result of expected synergies from combining the operations of the acquired business with the Company's operations and intangible assets that do not qualify for separate recognition, such as an assembled workforce. The impact of this acquisition was not material to the Company's consolidated balance sheets and results of operations.
During fiscal years 2014, 2013 and 2012, the Company made additional purchase price cash payments of $1,124, $154 and $883, respectively, related to acquisitions completed in the current and prior years. The additional purchase price payments were earned as a result of the final determination of working capital adjustments and the acquired entities achieving financial objectives pursuant to contingent consideration arrangements.