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61
Preliminary Acquisition Accounting
The following table presents the summary of the preliminary estimated fair value of the assets acquired and liabilities assumed
in the Progressive acquisition as of the April 14, 2014 acquisition date, as well as adjustments made during the year ended
December 31, 2014 (referred to as the “measurement period adjustments”):
(In Thousands)
Amounts
Recognized as of
Acquisition Date1
Measurement
Period
Adjustments2
Amounts
Recognized as of
Acquisition Date
(as adjusted)
Estimated Purchase Price $ 705,810 $ — $ 705,810
Estimated Fair Value of Identifiable Assets Acquired and Liabilities
Assumed
Cash and Cash Equivalents 5,810 — 5,810
Receivables327,581 — 27,581
Lease Merchandise2138,198 2,987 141,185
Property, Plant and Equipment 4,010 — 4,010
Other Intangibles2, 4 333,000 (8,000) 325,000
Prepaid Expenses and Other Assets 893 — 893
Total Identifiable Assets Acquired 509,492 (5,013) 504,479
Accounts Payable and Accrued Expenses2(23,342)(5,762)(29,104)
Deferred Income Taxes Payable2(48,298)(451)(48,749)
Customer Deposits and Advance Payments (10,000) — (10,000)
Total Liabilities Assumed (81,640)(6,213)(87,853)
Goodwill5277,958 11,226 289,184
Net Assets Acquired $ 705,810 $ — $ 705,810
1 As previously reported in the notes to consolidated financial statements included in our Quarterly Report on Form 10-Q for the
fiscal quarter ended June 30, 2014.
2 The measurement period adjustments primarily related to the resolution of certain sales tax exposures and other tax
contingencies subsequent to the acquisition date, which also impacted the fair value estimates of lease merchandise, as well as
the finalization of appraisals of intangible assets by the Company’s independent consultants.
3 Receivables include $15.8 million related to the secondary escrow amount, which the Company expects to recover prior to
termination of the escrow agreement 36 months from the April 14, 2014 closing date. The gross amount due under customer-
related receivables acquired was $22.7 million, of which $10.9 million was expected to be uncollectible.
4 Identifiable intangible assets are further disaggregated in the following table.
5 The total goodwill recognized in conjunction with the Progressive acquisition has been assigned to the Progressive operating
segment. Of the goodwill recognized as part of this acquisition, $245.8 million is expected to be deductible for tax purposes.
The primary reasons the purchase price of the acquisition exceeded the fair value of the net assets acquired, which resulted in
the recognition of goodwill, is related to synergistic value created from the combination of Progressive’s virtual customer
payment capabilities with the Company’s leading traditional lease-to-own model. Goodwill also includes certain other
intangible assets that do not qualify for separate recognition, such as an assembled workforce.
The Company has made certain estimates in its acquisition accounting related to sales tax exposures and income tax accounts,
as final pre-acquisition Progressive tax return information was not available as of December 31, 2014. The Company expects to
complete its assessment of the sales tax and income tax effects of the acquisition accounting in the first quarter of 2015.