Acquisitions (Tables)

9 Months Ended

Sep. 30, 2014

Business Combinations [Abstract]

Schedule of Business Acquisitions, by Acquisition

The following table reconciles the total estimated purchase price of the Company's acquisition of Progressive:

(In Thousands)
Proceeds from Private Placement Note Issuance	$	300,000
Proceeds from Term Loan	126,250
Proceeds from Revolving Credit Facility	65,000
Cash Consideration	185,454
Deferred Cash Consideration	29,106
Estimated Purchase Price	$	705,810

Schedule of Recognized Identified Assets Acquired and Liabilities Assumed

The following table presents the summary of the preliminary estimated fair value of the assets acquired and liabilities assumed in the Progressive acquisition as of the April 14, 2014 acquisition date, as well as adjustments made during the nine months ended September 30, 2014 (referred to as the “measurement period adjustments”):

(In Thousands)	Amounts Recognized as of Acquisition Date1			Measurement Period Adjustments2			Amounts Recognized as of Acquisition Date (as adjusted)
Estimated Purchase Price	$	705,810		$	—		$	705,810
Estimated Fair Value of Identifiable Assets Acquired and Liabilities Assumed
Cash and Cash Equivalents	5,810			—			5,810
Receivables3	27,581			—			27,581
Lease Merchandise2	138,198			2,487			140,685
Property, Plant and Equipment	4,010			—			4,010
Other Intangibles4	333,000			—			333,000
Prepaid Expenses and Other Assets	893			—			893
Total Identifiable Assets Acquired	509,492			2,487			511,979
Accounts Payable and Accrued Expenses2	(23,342		)	(993		)	(24,335		)
Deferred Income Taxes Payable	(48,298		)	—			(48,298		)
Customer Deposits and Advance Payments	(10,000		)	—			(10,000		)
Total Liabilities Assumed	(81,640		)	(993		)	(82,633		)
Goodwill5	277,958			(1,494		)	276,464
Net Assets Acquired	$	705,810		$	—		$	705,810

¹ As previously reported in the notes to consolidated financial statements included in our Quarterly Report on Form 10-Q for the fiscal quarter ended June 30, 2014.

² The measurement period adjustments primarily related to the resolution of certain sales tax exposures subsequent to the acquisition date, which also impacted the fair value estimates of lease merchandise.

³ Receivables include $15.8 million related to the secondary escrow amount, which the Company expects to recover prior to termination of the escrow agreement 36 months from the April 14, 2014 closing date. The gross amount due under customer-related receivables acquired was $22.7 million, of which $10.9 million was expected to be uncollectible.

⁴ Identifiable intangible assets are further disaggregated in the following table.

⁵ The total goodwill recognized in conjunction with the Progressive acquisition has been assigned to the Progressive operating segment. Of the goodwill recognized as part of this acquisition, $235.0 million is expected to be deductible for tax purposes. The primary reasons the purchase price of the acquisition exceeded the fair value of the net assets acquired, which resulted in the recognition of goodwill, is related to synergistic value created from the combination of Progressive's virtual customer payment capabilities with the Company's leading traditional lease-to-own model. Goodwill also includes certain other intangible assets that do not qualify for separate recognition, such as an assembled workforce.

Finite-Lived and Indefinite-Lived Intangible Assets Acquired as Part of Business Combination

The estimated intangible assets attributable to the Progressive acquisition are comprised of the following:

	Fair Value (in thousands)		Weighted Average Life (in years)
Internal Use Software	$	14,000	3.0
Technology	66,000		10.0
Trade Names and Trademarks	53,000		Indefinite
Customer Lease Contracts	19,000		1.0
Merchant Relationships	181,000		12.0
Total Acquired Intangible Assets1	$	333,000

¹ Acquired definite-lived intangible assets have a total weighted average life of 9.0 years.

Business Acquisition, Pro Forma Information

The following table presents unaudited consolidated pro forma information as if the acquisition of Progressive had occurred on January 1, 2013:

	Nine Months Ended September 30,
	2014				2013
(In Thousands)	As Reported		Pro Forma		As Reported		Pro Forma
Revenues	$	1,965,497	$	2,134,671	$	1,680,779	$	1,966,963
Net Earnings	56,139		61,601		97,992		82,982