BUSINESS COMBINATIONS (Tables)
|
9 Months Ended |
Sep. 30, 2019 |
|---|
| Business Combinations [Abstract] |
|
| The preliminary fair values of Clark Pest Control's assets and liabilities, at the date of acquisition |
The preliminary fair values
of Clark Pest Control's assets and liabilities, at the date of acquisition, were as follows:
| |
|
at April 30 |
|
| (dollars in thousands) |
|
2019 |
|
| Assets and liabilities: |
|
|
|
|
| Trade accounts receivables |
|
$ |
6,974 |
|
| Materials and supplies |
|
|
900 |
|
| Other current assets |
|
|
5,367 |
|
| Equipment and property, net |
|
|
65,535 |
|
| Goodwill |
|
|
191,853 |
|
| Customer contracts |
|
|
112,700 |
|
| Trademarks & tradenames |
|
|
49,300 |
|
| Non-compete agreements |
|
|
500 |
|
| Accounts payable |
|
|
(1,929 |
) |
| Accrued compensation and related liabilities |
|
|
(5,678 |
) |
| Unearned revenues |
|
|
(879 |
) |
| Contingent Consideration, short-term |
|
|
(6,777 |
) |
| Other current liabilities |
|
|
(5,452 |
) |
| Other long term liabilities |
|
|
(9,352 |
) |
| Accrued insurance, less current portion |
|
|
(1,870 |
) |
| Contingent Consideration, long-term |
|
|
(5,923 |
) |
| |
|
$ |
395,269 |
|
|
| The unaudited pro forma financial information presented below gives effect to the Clark Pest Control acquisition |
The unaudited pro forma
financial information presented below gives effect to the Clark Pest Control acquisition as if it had occurred as of the beginning
of our fiscal year 2018. The information presented below is for illustrative purposes only and is not necessarily indicative of
results that would have been achieved if the acquisition actually had occurred as of the beginning of such years or results which
may be achieved in the future.
| |
|
Three Months Ended |
|
|
Nine Months Ended |
|
| |
|
September 30, |
|
|
September 30, |
|
| |
|
2019 |
|
|
2018 |
|
|
2019 |
|
|
2018 |
|
| REVENUES |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Customer services |
|
$ |
556,466 |
|
|
$ |
523,957 |
|
|
$ |
1,554,295 |
|
|
$ |
1,481,329 |
|
| COSTS AND EXPENSES |
|
|
510,327 |
|
|
|
430,970 |
|
|
|
1,365,280 |
|
|
|
1,231,662 |
|
| INCOME BEFORE INCOME TAXES |
|
|
46,139 |
|
|
|
92,987 |
|
|
|
189,015 |
|
|
|
249,667 |
|
| PROVISION FOR INCOME TAXES |
|
|
2,078 |
|
|
|
23,262 |
|
|
|
36,569 |
|
|
|
58,566 |
|
| NET INCOME |
|
$ |
44,061 |
|
|
$ |
69,725 |
|
|
$ |
152,446 |
|
|
$ |
191,101 |
|
| NET INCOME PER SHARE - BASIC AND DILUTED |
|
$ |
0.13 |
|
|
$ |
0.21 |
|
|
$ |
0.47 |
|
|
$ |
0.58 |
|
| DIVIDENDS PAID PER SHARE |
|
$ |
0.11 |
|
|
$ |
0.09 |
|
|
$ |
0.32 |
|
|
$ |
0.28 |
|
| Weighted average participating shares outstanding - basic and diluted |
|
|
327,459 |
|
|
|
327,320 |
|
|
|
327,490 |
|
|
|
327,283 |
|
|
| The preliminary values of major classes of assets acquired and liabilities assumed recorded at the date of acquisition, as adjusted during the valuation period |
The
preliminary values of major classes of assets acquired and liabilities assumed recorded at the date of acquisition, as
adjusted during the valuation period, are included in the reconciliation of the total consideration as follows (in thousands):
| |
|
September 30, 2019 |
|
| Accounts receivable, net |
|
$ |
8,535 |
|
| Materials & supplies |
|
|
1,378 |
|
| Equipment and property |
|
|
68,704 |
|
| Goodwill |
|
|
201,443 |
|
| Customer contracts and other intangible assets |
|
|
189,581 |
|
| Current liabilities |
|
|
(18,180 |
) |
| Other assets and liabilities, net |
|
|
(7,512 |
) |
| Total purchase price |
|
$ |
443,949 |
|
| Less: Contingent consideration liability |
|
|
(12,700 |
) |
| Total cash purchase price |
|
$ |
431,249 |
|
|