ACQUISITIONS

12 Months Ended

Dec. 31, 2023

Business Combination and Asset Acquisition [Abstract]

ACQUISITIONS

NOTE 3 – ACQUISITIONS

On March 3, 2022, the Company acquired 100% of the outstanding stock of SJ Transportation Co., Inc. (SJ Transportation) for consideration net of cash acquired of $19.1 million, which was funded with cash on hand. The acquisition was a stock purchase under GAAP. A Section 338(h)(10) election was filed for the entity acquired which will deem the acquisition as an asset purchase for tax purposes; therefore approximately $7.9 million of the values assigned to goodwill and intangible assets are expected to be deductible for tax purposes. Approximately $0.5 million of transaction expenses were incurred in the acquisition, which will also be deductible for tax purposes.

The following is a summary of the allocation of the purchase price paid to the fair values of the net assets, net of cash acquired (in millions):

	SJ Transportation
Accounts receivable	$	3.4
Other current assets		1.8
Property and equipment		10.0
Intangible assets		4.5
Goodwill		3.4
Accounts payable and other liabilities		(4.0	)
Total	$	19.1