XML 42 R9.htm IDEA: XBRL DOCUMENT v3.8.0.1
Acquisitions
12 Months Ended
Dec. 30, 2017
Acquisitions

(2) Acquisitions

 

The Company has completed numerous acquisitions since its formation, which have been financed through a combination of debt and equity funding. The operations of each acquisition have been included in the Company’s consolidated results of operations since the respective closing dates of the acquisitions. The Company measures all assets acquired and liabilities assumed at their acquisition-date fair value. The following table summarizes the Company’s acquisitions by region and year:

 

 

 

 

 

 

 

 

 

 

 

 

 

2017

    

2016

    

2015

West

 

 

 6

 

 

 3

 

 

 3

East

 

 

 8

 

 

 5

 

 

 —

Cement

 

 

 —

 

 

 1

 

 

 1

 

The purchase price allocation for the 2017 acquisitions has not yet been finalized due to the recent timing of the acquisitions and status of the valuation of property, plant and equipment. The table below summarizes aggregated information regarding the fair values of the assets acquired and liabilities assumed as of the respective acquisition dates. Information related to the 2017 acquisitions is shown on an aggregated basis as the acquisitions were not material individually, or collectively.

 

 

 

 

 

 

 

 

 

    

2017

    

2016

Financial assets (1)

 

$

31,615

 

$

22,204

Inventories

 

 

8,300

 

 

17,215

Property, plant and equipment

 

 

160,975

 

 

180,321

Intangible assets

 

 

161

 

 

5,531

Other assets

 

 

4,200

 

 

6,757

Financial liabilities (1)

 

 

(15,501)

 

 

(20,248)

Other long-term liabilities

 

 

(17,610)

 

 

(36,074)

Net assets acquired

 

 

172,140

 

 

175,706

Goodwill

 

 

247,536

 

 

176,319

Purchase price

 

 

419,676

 

 

352,025

Acquisition-related liabilities

 

 

(43,452)

 

 

(17,034)

Other

 

 

(1,294)

 

 

1,967

Net cash paid for acquisitions

 

$

374,930

 

$

336,958


(1)

In the first quarter of 2017, we reclassified $1.2 million of accounts payable overdrafts from financial assets to financial liabilities for the year ended December 31, 2016.

 

Acquisition-Related Liabilities—A number of acquisition-related liabilities have been recorded subject to terms in the relevant purchase agreements, including deferred consideration and noncompete payments. Noncompete payments have been accrued where certain former owners of newly acquired companies have entered into standard noncompete arrangements. Subject to terms and conditions stated in these noncompete agreements, payments are generally made over a five-year period. Deferred consideration is purchase price consideration paid in the future as agreed to in the purchase agreement and is not contingent on future events. Deferred consideration is generally scheduled to be paid in years ranging from five to 20 years in annual installments. The remaining payments due under these noncompete and deferred consideration agreements are as follows:

 

 

 

 

 

 

2018

    

$

13,760

 

2019

 

 

9,187

 

2020

 

 

7,973

 

2021

 

 

7,958

 

2022

 

 

1,803

 

Thereafter

 

 

6,763

 

Total scheduled payments

 

 

47,444

 

Present value adjustments

 

 

(10,117)

 

Total noncompete obligations and deferred consideration

 

$

37,327

 

 

Accretion on the deferred consideration and noncompete obligations is recorded in interest expense.

Summit Materials, LLC  
Acquisitions

(2) Acquisitions

 

The Company has completed numerous acquisitions since its formation, which have been financed through a combination of debt and equity funding. The operations of each acquisition have been included in the Company’s consolidated results of operations since the respective closing dates of the acquisitions. The Company measures all assets acquired and liabilities assumed at their acquisition-date fair value. The following table summarizes the Company’s acquisitions by region and year:

 

 

 

 

 

 

 

 

 

 

 

 

 

2017

    

2016

    

2015

West

 

 

 6

 

 

 3

 

 

 3

East

 

 

 8

 

 

 5

 

 

 —

Cement

 

 

 —

 

 

 1

 

 

 1

 

 

The purchase price allocation for the 2017 acquisitions has not yet been finalized due to the recent timing of the acquisitions and status of the valuation of property, plant and equipment. The table below summarizes aggregated information regarding the fair values of the assets acquired and liabilities assumed as of the respective acquisition dates. Information related to the 2017 acquisitions is shown on an aggregated basis as the acquisitions were not material individually, or collectively.

 

 

 

 

 

 

 

 

 

    

2017

    

2016

Financial assets (1)

 

$

31,615

 

$

22,204

Inventories

 

 

8,300

 

 

17,215

Property, plant and equipment

 

 

160,975

 

 

180,321

Intangible assets

 

 

161

 

 

5,531

Other assets

 

 

4,200

 

 

6,757

Financial liabilities (1)

 

 

(15,501)

 

 

(20,248)

Other long-term liabilities

 

 

(17,610)

 

 

(36,074)

Net assets acquired

 

 

172,140

 

 

175,706

Goodwill

 

 

247,536

 

 

176,319

Purchase price

 

 

419,676

 

 

352,025

Acquisition-related liabilities

 

 

(43,452)

 

 

(17,034)

Other

 

 

(1,294)

 

 

1,967

Net cash paid for acquisitions

 

$

374,930

 

$

336,958


(1)

In the first quarter of 2017, we reclassified $1.2 million of accounts payable overdrafts from financial assets to financial liabilities for the year ended December 31, 2016.

 

Acquisition-Related Liabilities—A number of acquisition-related liabilities have been recorded subject to terms in the relevant purchase agreements, including deferred consideration and noncompete payments. Noncompete payments have been accrued where certain former owners of newly acquired companies have entered into standard noncompete arrangements. Subject to terms and conditions stated in these noncompete agreements, payments are generally made over a five-year period. Deferred consideration is purchase price consideration paid in the future as agreed to in the purchase agreement and is not contingent on future events. Deferred consideration is generally scheduled to be paid in years ranging from five to 20 years in annual installments. The remaining payments due under these noncompete and deferred consideration agreements are as follows:

 

 

 

 

 

 

2018

    

 

11,260

 

2019

 

 

6,687

 

2020

 

 

5,473

 

2021

 

 

5,458

 

2022

 

 

1,803

 

Thereafter

 

 

6,763

 

Total scheduled payments

 

 

37,444

 

Present value adjustments

 

 

(8,513)

 

Total noncompete obligations and deferred consideration

 

$

28,931

 

 

Accretion on the deferred consideration and noncompete obligations is recorded in interest expense.