Business Combinations

6 Months Ended

Jun. 30, 2022

2. Business Combinations

On April 1, 2022, we acquired certain assets and operations of Panel Truss of Longview, Inc., Panel Truss – Hearne, LLC, Case-Hill, Inc., Panel Truss-Dallas, LLC, Truss Ops Trucking, LLC and Truss Ops, LLC (the “Texas Panel Truss Businesses”), and Panel Truss – Oakwood, LLC Panel Truss – Townville, LLC and Panel Truss – Ringgold, LLC (the “East Panel Truss Businesses”) for approximately $89.1 million and $79.6 million, which includes $7.0 million of contingent and deferred consideration. Each of the acquired businesses provides building components primarily to multi-family markets, serving such markets in Texas, Georgia and South Carolina.

On April 1, 2022, we acquired substantially all of the assets and operations of Valley Truss Co., Inc. ("Valley Truss") for approximately $31.6 million, which includes $0.4 million of deferred consideration. Valley Truss is a manufacturer of floor and roof trusses located in Boise, Idaho.

Each of these acquisitions were funded with a combination of cash on hand and borrowings under our 2026 revolving credit facility (“2026 facility"). These transactions were accounted for by the acquisition method, and accordingly the results of operations have been included in the Company’s consolidated financial statements from the acquisition date. The purchase price was allocated to the assets acquired and liabilities assumed based on estimated fair values at the acquisition date, with the excess of purchase price over the estimated fair value of the net assets acquired recorded as goodwill.

The following table summarizes the aggregate fair values of the assets acquired and liabilities assumed for the acquisitions described above:


	Total
	(in thousands)
Accounts receivable	$	34,959
Inventories		19,544
Property, plant and equipment		16,118
Operating lease right-of-use assets		9,795
Goodwill		66,099
Intangible assets		66,601
Total assets	$	213,116

Accounts payable	$	125
Accrued liabilities		168
Contract liabilities		2,712
Operating lease liabilities		9,795
Total liabilities	$	12,800

Total consideration transferred	$	200,316