| Schedule of Purchase Price Allocation by Acquisitions |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2011 |
|
AEG |
|
Ameresco Southwest |
|
AIS |
Cash |
$ |
314,642 |
|
|
$ |
— |
|
|
$ |
— |
|
Accounts receivable |
4,138,015 |
|
|
14,149,703 |
|
|
— |
|
Costs and estimated earnings in excess of billings |
— |
|
|
11,269,294 |
|
|
163,340 |
|
Inventory |
— |
|
|
— |
|
|
47,193 |
|
Prepaid expenses and other current assets |
62,345 |
|
|
33,329 |
|
|
— |
|
Project development costs |
— |
|
|
— |
|
|
130,044 |
|
Property and equipment and project assets |
7,301 |
|
|
6,447,299 |
|
|
216,297 |
|
Goodwill |
8,728,169 |
|
|
16,545,434 |
|
|
1,549,467 |
|
Intangible assets |
4,904,000 |
|
|
7,019,000 |
|
|
2,557,000 |
|
Other assets |
52,062 |
|
|
— |
|
|
— |
|
Accounts payable |
(1,610,734 |
) |
|
(1,992,748 |
) |
|
— |
|
Accrued liabilities |
(1,011,032 |
) |
|
(3,414,198 |
) |
|
(65,627 |
) |
Billings in excess of cost and estimated earnings |
— |
|
|
— |
|
|
(100,573 |
) |
Deferred taxes and other liabilities |
(3,591,532 |
) |
|
— |
|
|
— |
|
Purchase price |
$ |
11,993,236 |
|
|
$ |
50,057,113 |
|
|
$ |
4,497,141 |
|
Total, net of cash received |
$ |
11,678,594 |
|
|
$ |
50,057,113 |
|
|
$ |
4,497,141 |
|
Total fair value of consideration |
$ |
11,993,236 |
|
|
$ |
50,057,113 |
|
|
$ |
4,497,141 |
|
|
| Schedule of Results of Acquired Companies |
The year-to-date revenue and pre-tax income (loss) of the acquisitions, including the amortization of acquired intangible assets, is as follows:
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|
|
|
Three Months Ended June 30, 2012 |
|
AEG |
|
Ameresco Southwest |
|
AIS |
Revenue |
$ |
4,647,487 |
|
|
$ |
11,933,860 |
|
|
$ |
2,856,687 |
|
Pre-tax income (loss) |
$ |
849,515 |
|
|
$ |
934,380 |
|
|
$ |
(21,580 |
) |
|
|
|
|
|
|
|
Six Months Ended June 30, 2012 |
|
AEG |
|
Ameresco Southwest |
|
AIS |
Revenue |
$ |
8,700,250 |
|
|
$ |
23,390,954 |
|
|
$ |
6,016,672 |
|
Pre-tax income |
$ |
647,937 |
|
|
$ |
1,271,517 |
|
|
$ |
40,215 |
|
|
| Pro Forma Information |
Financial information for the period prior to the dates of the acquisitions have been provided by the sellers for purposes of this pro forma unaudited presentation:
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|
|
|
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|
|
|
Three Months Ended June 30, |
|
Six Months Ended June 30, |
|
2011 |
|
2012 |
|
2011 |
|
2012 |
|
Pro forma |
|
Actual |
|
Pro forma |
|
Actual |
Revenue |
$ |
186,980,739 |
|
|
$ |
164,099,905 |
|
|
$ |
354,899,304 |
|
|
$ |
310,673,274 |
|
Income |
$ |
8,156,922 |
|
|
$ |
5,168,868 |
|
|
$ |
12,770,002 |
|
|
$ |
6,674,166 |
|
Basic earnings per share |
$ |
0.19 |
|
|
$ |
0.12 |
|
|
$ |
0.31 |
|
|
$ |
0.15 |
|
Diluted earnings per share |
$ |
0.18 |
|
|
$ |
0.11 |
|
|
$ |
0.28 |
|
|
$ |
0.14 |
|
|