World Fuel Services 2012 Annual Report Download - page 70

Download and view the complete annual report

Please find page 70 of the 2012 World Fuel Services annual report below. You can navigate through the pages in the report by either clicking on the pages listed below, or by using the keyword search tool below to find specific information within the annual report.

Page out of 115

  • 1
  • 2
  • 3
  • 4
  • 5
  • 6
  • 7
  • 8
  • 9
  • 10
  • 11
  • 12
  • 13
  • 14
  • 15
  • 16
  • 17
  • 18
  • 19
  • 20
  • 21
  • 22
  • 23
  • 24
  • 25
  • 26
  • 27
  • 28
  • 29
  • 30
  • 31
  • 32
  • 33
  • 34
  • 35
  • 36
  • 37
  • 38
  • 39
  • 40
  • 41
  • 42
  • 43
  • 44
  • 45
  • 46
  • 47
  • 48
  • 49
  • 50
  • 51
  • 52
  • 53
  • 54
  • 55
  • 56
  • 57
  • 58
  • 59
  • 60
  • 61
  • 62
  • 63
  • 64
  • 65
  • 66
  • 67
  • 68
  • 69
  • 70
  • 71
  • 72
  • 73
  • 74
  • 75
  • 76
  • 77
  • 78
  • 79
  • 80
  • 81
  • 82
  • 83
  • 84
  • 85
  • 86
  • 87
  • 88
  • 89
  • 90
  • 91
  • 92
  • 93
  • 94
  • 95
  • 96
  • 97
  • 98
  • 99
  • 100
  • 101
  • 102
  • 103
  • 104
  • 105
  • 106
  • 107
  • 108
  • 109
  • 110
  • 111
  • 112
  • 113
  • 114
  • 115

The following reconciles the estimated aggregate purchase price for the 2012 acquisitions to the cash
paid for the acquisitions, net of cash acquired (in thousands):
Estimated purchase price $226,485
Less: Cash acquired 12,771
Estimated purchase price, net of cash acquired 213,714
Less: Promissory notes issued 7,214
Less: Amounts due to sellers, net 17,669
Cash paid for acquisition of businesses $188,831
The estimated purchase price for each of the 2012 acquisitions is subject to change based on the final
value of the net assets acquired and was allocated to the assets acquired and liabilities assumed based
on their estimated fair value at the acquisition date. Since the valuations of the assets acquired and
liabilities assumed in connection with the 2012 acquisitions have not been finalized, the allocation of the
purchase price of these acquisitions may change. On an aggregate basis, the estimated purchase price
allocation for the 2012 acquisitions is as follows (in thousands):
Assets acquired:
Cash and cash equivalents $ 12,771
Accounts receivable 135,304
Inventories 7,311
Property and equipment 11,034
Identifiable intangible assets 83,890
Goodwill 123,193
Other current and long-term assets 4,798
Liabilities assumed:
Accounts payable (130,107)
Accrued expenses and other current liabilities (18,544)
Other long-term liabilities (3,165)
Estimated purchase price $ 226,485
In connection with the 2012 acquisitions, we recorded goodwill of $115.2 million and $8.0 million in our
land and aviation segments, respectively, of which $87.9 million is anticipated to be deductible for
income tax purposes. The aggregate identifiable intangible assets consisted of $53.6 million of customer
relationships and $18.9 million of other identifiable intangible assets with weighted average amortizable
lives of 6.7 years and 7.0 years, respectively, as well as $11.4 million of indefinite-lived trademark/trade
name rights.
The revenues and net income of the 2012 acquisitions did not have a significant impact on our results for
2012.
Pro forma information for the 2012 acquisitions has not been presented as the impact on our
consolidated financial statements is not material, either individually or in the aggregate.
2011 Acquisitions
On April 1, 2011, we completed the acquisition of all of the outstanding stock of Ascent Aviation
Group, Inc. (‘‘Ascent’’) based in Parish, New York. Ascent supplies branded aviation fuel and de-icing fluid
to more than 450 airports and fixed base operators throughout North America. In connection with the
Ascent acquisition, we paid certain assumed employee benefits which have been classified as a
financing activity in the consolidated statement of cash flows due to the fact that the liability was paid on
behalf of the seller subsequent to closing.
51