ADP 2011 Annual Report Download - page 46

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In addition to Cobalt, the Company acquired eight businesses in fiscal 2011 for approximately $370.6 million, net of cash acquired.
The purchase price for these acquisitions includes $1.6 million in accrued contingent payments expected to be paid in future periods.
These acquisitions resulted in approximately $269.8 million of goodwill. Intangible assets acquired, which totaled approximately
$134.8 million, consist of software, customer contracts and lists and trademarks that are being amortized over a weighted average life
of 9 years. In addition, the Company made $0.8 million of contingent payments in fiscal 2011 relating to previously consummated
acquisitions. As of June 30, 2011, the Company had contingent consideration remaining for all transactions of approximately $7.0
million.
The Company acquired five businesses in fiscal 2010 for approximately $101.0 million, net of cash acquired. The purchase price for
these acquisitions includes $3.7 million in accrued contingent payments expected to be paid in future periods. These acquisitions
resulted in approximately $80.8 million of goodwill. Intangible assets acquired, which totaled approximately $33.5 million, consist of
software, customer contracts and lists and trademarks that are being amortized over a weighted average life of 7 years. In addition,
the Company made $2.6 million of contingent payments in fiscal 2010 relating to previously consummated acquisitions. As of June
30, 2010, the Company had contingent consideration remaining for all transactions of approximately $7.1 million.
The Company acquired four businesses in fiscal 2009 for approximately $62.7 million, which includes $6.4 million in accrued
contingent payments expected to be paid in future periods and which is net of cash acquired. These acquisitions resulted in
approximately $60.3 million of goodwill. Intangible assets acquired, which totaled approximately $20.8 million, consist of software,
customer contracts and lists and trademarks that are being amortized over a weighted average life of 9 years. In addition, the
Company made $10.7 million of contingent payments in fiscal 2009 relating to previously consummated acquisitions.
The acquisitions discussed above for fiscal 2011, 2010, and 2009 were not material, either individually or in the aggregate, to the
Company
’
s operations, financial position or cash flows.
NOTE 4. DIVESTITURES
On March 24, 2010, the Company completed its sale of the non
-
core Commercial Systems business (the “Commercial business”
)
for
approximately $21.6 million in cash. The Commercial business was previously reported in the Dealer Services segment. In connection
with the disposal of this business, the Company has classified the results of this business as discontinued operations for all periods
presented. Additionally, in fiscal 2010, the Company reported a gain of $5.6 million, or $1.0 million after taxes, within earnings from
discontinued operations on the Statements of Consolidated Earnings.
During fiscal 2010, the Company recorded net charges of $0.5 million within earnings from discontinued operations related to a
change in estimated taxes on the divestitures of businesses of $0.8 million, partially offset by a change in professional fees incurred
in connection with the divestitures of businesses of $0.3 million. During fiscal 2009, the Company recorded a net gain of $2.8 million,
net of taxes, within earnings from discontinued operations related to a change in estimated taxes on the divestitures of business of
$2.6 million and a change in professional fees incurred in connection with the divestitures of businesses of $0.2 million.
On January 23, 2007, the Company completed the sale of Sandy Corporation, a business within the Dealer Services segment, and
classified the results of operations of this business as discontinued operations for all periods presented. In March 2008 and April
2009, the Company received two payments of $2.5 million during each period, which represented purchase price adjustments, and
recorded these additional gains of $2.5 million, or $1.6 million net of tax, within earnings from discontinued operations during both
fiscal 2008 and fiscal 2009.
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