World Fuel Services 2012 Annual Report Download - page 72

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2010 Acquisitions
On January 1, 2010, we completed the acquisition of certain assets of Falmouth Oil Services Limited
(the ‘‘FOS business’’). The FOS business is primarily a marine oil terminal for fuel oil and diesel
strategically located in the United Kingdom, which we used for fuel storage prior to the acquisition.
On July 1, 2010, we completed the acquisition of certain assets of Lakeside Oil Company, Inc., including
the assets comprising its wholesale motor fuel distribution business (the ‘‘Lakeside business’’). The
Lakeside business, based in Milwaukee, Wisconsin, is primarily a distributor of branded and unbranded
gasoline and diesel fuel.
On October 1, 2010, we completed the acquisition of all of the outstanding stock of Western Petroleum
Company, (‘‘Western’’), a distributor of unbranded gasoline and diesel fuel in the United States and
Canada and branded and unbranded aviation fuel in the United States.
On December 1, 2010, we completed the acquisition of all of the outstanding stock of Shell Company of
Gibraltar Limited, (‘‘Gib Oil’’), a distributor of aviation fuel, marine oil and gasoline and diesel fuel in
Gibraltar.
On December 31, 2010, we completed the acquisition of all of the outstanding stock of The Hiller Group
Incorporated and Air Petro Corp. and all of the outstanding membership interests of HG Equipment, LLC
and AHT Services, LLC (collectively, ‘‘Hiller’’), a distributor of branded aviation fuel to more than 425
fixed-base operators and corporate flight departments. The financial position, results of operations and
cash flows of the 2010 acquisitions have been included in our consolidated financial statements since
their respective acquisition dates.
The following reconciles the aggregate purchase price for the 2010 acquisitions to the cash paid for the
acquisitions, net of cash acquired (in thousands):
Purchase price $240,813
Less: Cash acquired 6,840
Purchase price, net of cash acquired 233,973
Less: Promissory notes issued, net of a purchase price adjustment made
in 2011 25,137
Less: Common stock issued 21,070
Less: Extinguishment of certain receivables from Falmouth Oil Services
Limited 6,401
Cash paid for acquisition of businesses $181,365
The fair value of the common stock issued as part of the consideration paid for our acquisitions was
determined on the basis of the closing market price of the common stock on the acquisition date.
During 2011, we completed the valuation of the assets acquired and liabilities assumed for the 2010
acquisitions. As a result, during 2011, we paid $3.6 million related to purchase price adjustments and
completed the purchase price allocation which primarily resulted in adjustments to goodwill and
identifiable intangible assets (see Note 5).
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