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Acquisitions and Deconsolidations
12 Months Ended
May. 31, 2015
Business Combinations [Abstract]  
Acquisitions and Deconsolidations
Acquisitions and Deconsolidations
Acquisitions
The purchase price paid for each acquisition has been allocated to the fair value of the assets acquired and liabilities assumed. During fiscal 2015, Cintas acquired one Rental Uniforms and Ancillary Products operating segment business and eleven First Aid, Safety and Fire Protection Services operating segment businesses. During fiscal 2014, Cintas acquired three First Aid, Safety and Fire Protection Services operating segment businesses and three businesses in the former Document Management Services operating segment.
The following summarizes the aggregate purchase price for all businesses acquired:
(In thousands)
2015
 
2014
 
 
 
 
Fair value of tangible assets acquired
$
177

 
$
11,415

Fair value of service contracts acquired
9,856

 
6,343

Fair value of other intangibles acquired
945

 
924

Net goodwill recognized
8,648

 
13,865

Total fair value of assets acquired
19,626

 
32,547

Fair value of liabilities assumed (settled) and incurred
4,131

 
(894
)
Total cash paid for acquisitions
$
15,495

 
$
33,441



The results of operations for the acquired businesses are included in the consolidated statements of income from the dates of acquisition. The proforma revenue, net income and earnings per share information relating to acquired businesses are not presented because they are not significant to Cintas.
Deconsolidations
On April 30, 2014, Cintas completed the Shredding Transaction. Under the agreement, Cintas and Shred-it each contributed its shredding business to the newly formed Shred-it Partnership. In fiscal 2014,the Company realized a $106.4 million gain on the deconsolidation of Shredding, which is primarily related to the remeasurement of its retained interest in Shredding as part of its investment in the Shred-it Partnership. The gain was computed as follows: the fair value of consideration received of $180.0 million plus the fair value of Cintas' retained non-controlling interest in the Shred-it Partnership of $339.4 million less the carrying amount of Shredding of $413.0 million. During fiscal 2015, the Company realized a pre-tax gain of $5.0 million related to the Shred-it Transaction primarily as a result of receiving additional proceeds.
As a result of the Shredding Transaction, in fiscal 2014 the Company recorded an asset impairment charge of $16.1 million and other transaction costs of $28.5 million. The impairment charge was related to the abandonment of information systems assets that were not contributed to the Shred-it Partnership and cannot be used by the Company for other purposes. The other transaction costs consisted of the following: $4.7 million of professional and legal fees; $0.7 million of employee termination benefit costs; $12.4 million of stock compensation expense resulting from the immediate vesting of Cintas stock options and awards of employees contributed to the Shred-it Partnership; a $4.2 million charge for information systems contracts for which no future economic benefit exists; and $6.5 million of incremental profit sharing and employee compensation resulting from the gain net of the impairment charge and other transaction costs. If applicable, these amounts were settled in fiscal 2015 at amounts that approximated their recorded values.
In conjunction with the partnership agreement, Cintas agreed to provide certain transition services such as information technology and accounting in support of the Shred-it Partnership. This agreement is set to expire on September 30, 2015.
Additionally, in fiscal 2015, Cintas sold Storage. Storage, excluding related real estate owned by Cintas, was sold in three separate transactions to three separate buyers. The business was previously included in the former Document Management Services operating segment. See Note 17 entitled Discontinued Operations for additional information.