Quarterly report pursuant to Section 13 or 15(d)

BUSINESS COMBINATIONS

v3.10.0.1
BUSINESS COMBINATIONS
6 Months Ended
Jun. 30, 2018
Business Combinations [Abstract]  
Business Combinations
BUSINESS COMBINATIONS
 
The Company made 26 acquisitions during the six month period ended June 30, 2018, and 23 acquisitions for the year ended December 31, 2017, respectively, some of which have been disclosed on various press releases and related Current Reports on Form 8-K.
 
On August 1, 2017, the Company completed the acquisition of Northwest Exterminating Co., Inc. Northwest has 23 offices in five southeastern states and was the nation’s 17th largest pest management company. Northwest performs services for approximately 120,000 customers.

On February 28, 2018, the Company announced that it purchased the stock of AMES Group Limited and Kestrel Pest Control Limited, both companies operating in the UK. AMES Group Limited is a long established pest control company, with a rich history of providing superior pest control, bird control, and specialist services to commercial customers throughout the midlands, including London. Kestrel Pest Control provides superior commercial pest control to customers in South Hampton and surrounding areas of southwest England.

On March 1, 2018, the Company announced that it acquired OPC Services.

On May 17, 2018, the Company announced that it purchased the stock of Guardian Pest Control, operating in the UK.

On July 2, 2018, the Company acquired the stock of Aardwolf Pestkare (Singapore) Pte Ltd. Aardwolf Pestkare is Rollins’ first company-owned operation in Singapore.

The preliminary values of major classes of assets acquired and liabilities assumed recorded at the date of acquisition, as adjusted during the valuation period, are included in the reconciliation of the total consideration as follows (in thousands):
 
June 30, 2018
Accounts receivable
$
1,982

Current assets
413

Equipment and property
4,690

Goodwill
12,886

Customer contracts and other intangible assets
53,564

Current liabilities
(13,920
)
Other assets and liabilities, net
(438
)
Total consideration paid
$
59,177

Less:  Contingent consideration liability
(4,558
)
Total cash purchase price
$
54,619



Goodwill from acquisitions represents the excess of the purchase price over the fair value of net assets of businesses acquired. The carrying amount of goodwill was $359.1 million and $346.5 million at June 30, 2018 and December 31, 2017, respectively. Goodwill generally changes due to the timing of acquisitions, finalization of allocation of purchase prices of previous acquisitions and foreign currency translations. The carrying amount of goodwill in foreign countries was $45.6 million at June 30, 2018 and $46.3 million at December 31, 2017.
 
The Company completed its most recent annual impairment analysis as of September 30, 2017. Based upon the results of this analysis, the Company has concluded that no impairment of its goodwill or other intangible assets was indicated.
 
The carrying amount of customer contracts was $182.5 million and $152.9 million at June 30, 2018 and December 31, 2017, respectively. The carrying amount of trademarks and tradenames was $52.3 million and $50.0 million at June 30, 2018 and December 31, 2017, respectively. The carrying amount of other intangible assets was $11.6 million and $11.6 million at June 30, 2018 and December 31, 2017, respectively. The carrying amount of customer contracts in foreign countries was $35.3 million and $29.8 million at June 30, 2018 and December 31, 2017, respectively. The carrying amount of trademarks and tradenames in foreign countries was $1.5 million and $1.7 million at June 30, 2018 and December 31, 2017, respectively. The carrying amount of other intangible assets in foreign countries was $1.5 million and $1.7 million at June 30, 2018 and December 31, 2017, respectively.
 
Customer contracts and other amortizable intangible assets are amortized on a straight-line basis over their economic useful lives. The following table sets forth the components of intangible assets as of June 30, 2018 (in thousands):
Intangible Asset
 
Carrying
Value
 
Useful Life
in Years
Customer contracts
 
$
182,522

 
3 - 12

Trademarks and tradenames
 
52,323

 
0 - 20

Non-compete agreements
 
4,432

 
3 - 20

Patents
 
2,270

 
3 - 15

Other assets
 
2,649

 
10

Internet domains
 
2,227

 
n/a

Total customer contracts and other intangible assets
 
$
246,423