XML 30 R16.htm IDEA: XBRL DOCUMENT v3.5.0.2
Acquisitions
6 Months Ended
Jun. 30, 2016
Business Combinations [Abstract]  
Acquisitions
9. Acquisitions

Southern Waste Systems/Sun Recycling — On January 8, 2016, Waste Management Inc. of Florida, a wholly-owned subsidiary of WM, acquired certain operations and business assets of SWS in Southern Florida for total consideration of $525 million. The acquired business assets include residential, commercial, and industrial solid waste collection, processing/recycling and transfer operations, equipment, vehicles, real estate and customer agreements. The acquisition was funded primarily with borrowings under our $2.25 billion revolving credit facility.

We have provisionally recorded $93 million of property and equipment, $182 million of other intangible assets and $250 million of goodwill. The completion of our acquisition accounting is subject to change based on the finalization of our detailed valuations. There have been no adjustments to the preliminary purchase price allocation since the acquisition date. The goodwill allocation was calculated as the excess of the consideration paid over the net assets recognized and represents the future economic benefits expected to arise from other assets acquired that could not be individually identified and separately recognized. Goodwill has been assigned to our Florida Area as it is expected to benefit from the synergies of the combination. Goodwill related to this acquisition is deductible for income tax purposes.

The following table presents the preliminary allocation of the purchase price for SWS to other intangible assets (amounts in millions, except for amortization periods):

 

     Amount      Weighted  Average
Amortization
Periods
(in Years)
 

Customer relationships

   $ 160         10.0   

Noncompete agreements

     18         5.0   

Trade name

     4         10.0   
  

 

 

    

Total other intangible assets subject to amortization

   $ 182         9.5   
  

 

 

    

For the three and six months ended June 30, 2016, the acquired operations of SWS contributed revenues of $39 million and $76 million, respectively, and net income of less than $1 million and $1 million, respectively, which are included in our Condensed Consolidated Statements of Operations.

Deffenbaugh Disposal, Inc. — On March 26, 2015, we acquired Deffenbaugh, one of the largest privately owned collection and disposal firms in the Midwest, for total consideration, net of cash acquired, of $400 million. Deffenbaugh’s assets include collection operations, transfer stations, recycling facilities and landfills. The acquisition accounting for this transaction was finalized in the first quarter of 2016. There were no significant measurement period adjustments recorded in 2016.

The following pro forma consolidated results of operations have been prepared as if the acquisitions of Deffenbaugh and SWS occurred at January 1, 2015 (in millions, except per share amounts):

 

     Three Months Ended
June 30,
     Six Months Ended
June 30,
 
     2015      2016      2015  

Operating revenues

   $ 3,350       $ 6,603       $ 6,461   

Net income attributable to Waste Management, Inc.

     274         545         144   

Basic earnings per common share

     0.60         1.23         0.31   

Diluted earnings per common share

     0.60         1.22         0.31