Contingent Consideration

3 Months Ended

Mar. 31, 2018

Business Combinations [Abstract]

Contingent Consideration

Contingent Consideration

In connection with certain of the Company’s acquisitions, contingent consideration is payable in cash or common stock of the Company upon the achievement of certain performance measures over future periods. The Company recorded the acquisition date fair value of the contingent consideration liability as additional purchase price. As discussed in Note 11, the process for determining the fair value of the contingent consideration liability consists of reviewing financial forecasts and assessing the likelihood of reaching the required performance measures based on factors specific to each acquisition as well as the Company’s historical experience with similar arrangements. Subsequent to the acquisition date, the Company estimates the fair value of the contingent consideration liability each reporting period and any adjustments made to the fair value are recorded in the Company’s results of operations. If an acquisition reaches the required performance measures within the reporting period, the fair value of the contingent consideration liability is increased to 100%, the maximum potential payment, and reclassified to due to seller.

During the three months ended March 31, 2018, the Company had no adjustments to contingent consideration as the related liability was settled in the third quarter of 2017. There were no contingent consideration obligations outstanding as of December 31, 2017 or March 31, 2018. During the three months ended March 31, 2017, the Company recorded income of $1.0 million.