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Acquisitions (Tables)
3 Months Ended
Mar. 31, 2015
Business Combinations [Abstract]  
Schedule of Business Acquisitions, by Acquisition
The following table reconciles the total 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

Purchase Price
$
705,810

Schedule of Recognized Identified Assets Acquired and Liabilities Assumed
The following table presents the summary of the estimated fair value of the assets acquired and liabilities assumed in the Progressive acquisition as of December 31, 2014, as well as adjustments made during the three months ended March 31, 2015 (referred to as the “measurement period adjustments”): 
(In Thousands)
Amounts Recognized as of Acquisition Date (as adjusted)1
 
Measurement Period Adjustments2
 
Amounts Recognized as of Acquisition Date (as adjusted)
Purchase Price
$
705,810

 
$

 
$
705,810

 
 
 
 
 
 
Estimated Fair Value of Identifiable Assets Acquired and Liabilities Assumed
 
 
 
 
 
Cash and Cash Equivalents
5,810

 

 
5,810

Receivables2, 3
27,581

 
(2,356
)
 
25,225

Lease Merchandise2
141,185

 
110

 
141,295

Property, Plant and Equipment
4,010

 

 
4,010

Other Intangibles4
325,000

 

 
325,000

Prepaid Expenses and Other Assets
893

 

 
893

Total Identifiable Assets Acquired
504,479

 
(2,246
)
 
502,233

Accounts Payable and Accrued Expenses2
(29,104
)
 
3,049

 
(26,055
)
Deferred Income Taxes Payable2
(48,749
)
 
(1,026
)
 
(49,775
)
Customer Deposits and Advance Payments
(10,000
)
 

 
(10,000
)
Total Liabilities Assumed
(87,853
)
 
2,023

 
(85,830
)
Goodwill5
289,184

 
223

 
289,407

Net Assets Acquired
$
705,810

 
$

 
$
705,810

1 As previously reported in the notes to consolidated financial statements included in our Annual Report on Form 10-K for the year ended December 31, 2014.
2 The measurement period adjustments related to the resolution of income tax uncertainties and sales tax exposures, which also impacted the fair value estimates of lease merchandise and receivables related to the secondary escrow amount, subsequent to the acquisition date.
3 Receivables include $13.4 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, $246.0 million is expected to be deductible for tax purposes. The primary reason 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
 
11,000

 
1.0
Merchant Relationships
 
181,000

 
12.0
Total Acquired Intangible Assets1
 
$
325,000

 
 

1 Acquired definite-lived intangible assets have a total weighted average life of 10.6 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:
 
Three Months Ended March 31,
 
2014
(In Thousands)
As Reported
 
Pro Forma
Revenues
$
585,423

 
$
732,300

Net Earnings
38,339

 
39,389