Acquisitions

3 Months Ended

Apr. 30, 2023

Business Combination and Asset Acquisition [Abstract]

Acquisitions

ACQUISITIONS

UPSCO Acquisition

On April 10, 2023, the Company completed the acquisition of certain assets and assumption of certain liabilities of UPSCO, Inc. (“UPSCO”) in a transaction valued at $40 million, subject to working capital adjustments (the “UPSCO Acquisition”). UPSCO is a provider of utility infrastructure products and services. The transaction price was funded with cash. Given the size of the purchase price, a full purchase price allocation has not been presented. The preliminary purchase price allocation include $18 million to customer relationships, $14 million to net working capital and $11 million to fixed assets.

Other Acquisitions

During the three months ended April 30, 2023, the Company completed the acquisitions of certain assets and liabilities in transactions valued at $32 million in total, subject to working capital adjustments (the “Other 2023 Acquisitions”). During the three months ended May 1, 2022, the Company completed the acquisition of certain assets and liabilities in transactions valued at $7 million in total, subject to working capital adjustments (the “2022 Acquisitions”). Given the immateriality of these transactions, individually and in the aggregate, a full purchase price allocation has not been presented. However, a substantial portion of the aggregate purchase price was allocated to customer relationships, goodwill and net working capital.

In the above transactions, to the extent applicable, the excess of purchase price over net tangible and intangible assets acquired resulted in goodwill, which represents the assembled workforce and anticipated long-term growth in new markets, customers and products. Goodwill associated with the Other 2023 Acquisitions and 2022 Acquisitions are fully deductible by the Company for U.S. income tax purposes.