Annual report pursuant to Section 13 and 15(d)

Acquisitions of Businesses and Other Intangibles (Tables)

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Acquisitions of Businesses and Other Intangibles (Tables)
12 Months Ended
Dec. 31, 2016
Energy Source  
Purchase Price Allocation

Consideration:

  

Cash paid (1)

   $ 10.0  

Common stock issued

     9.7  

Promissory notes (2)

     10.0  

Contingent consideration (3)

     1.8  
  

 

 

 

Total Consideration

   $ 31.5  
  

 

 

 

Fair Value of Assets Acquired and Liabilities Assumed:

  

Working capital, net

   $ 1.4  

Goodwill (4)

     21.3  

Intangible assets (5)

     8.8  
  

 

 

 

Net Assets

   $ 31.5  
  

 

 

 

 

(1) The cash payment funded through the issuance of common stock to a third-party investor for $10.0 million.
(2) The promissory notes are supported by an irrevocable letter of credit from RVL (see Note 18).
(3) Contingent consideration is based on projected EBITDA during 2015, 2016 and 2017, and was capped at 10% of EBITDA based on the original agreement.
(4) Goodwill is expected to be deductible for income tax purposes.
(5) The acquired intangible assets are being amortized consistent with the period the underlying cash flows are generated.
TNT  
Purchase Price Allocation

Consideration:

  

Cash paid (1)

   $ 8.6  

Promissory note

     2.0  

Contingent consideration (2)

     4.1  
  

 

 

 

Net Assets

   $ 14.7  
  

 

 

 

Fair Value of Assets Acquired and Liabilities Assumed:

  

Working capital, net

   $ 1.0  

Goodwill (3)

     7.8  

Intangible assets (4)

     5.9  
  

 

 

 

Net Assets

   $ 14.7  
  

 

 

 

 

(1) Includes the prepayment of a working capital adjustment of $0.6 million. The cash payment was funded through the common stock offering (see Note 13).
(2) Contingent consideration is based on expected revenue and adjusted EBITDA, and was capped at $5.0 million based on the original agreement.
(3) Since our initial valuation on the date of the acquisition, we recorded a $1.6 million increase to goodwill related to adjustments in working capital. Goodwill is expected to be deductible for income tax purposes.
(4) The acquired intangible assets are being amortized consistent with the period the underlying cash flows are generated (see Note 8).