Windstream 2012 Annual Report Download - page 148

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
____
F-50
3. Acquisitions and Dispositions, Continued:
The following table summarizes the final fair values of the assets acquired and liabilities assumed for Hosted Solutions and Q-
Comm.
Hosted
Solutions Q-Comm
(Millions)
Final
Allocation
Final
Allocation
Fair value of assets acquired:
Current assets $ 6.8 $ 35.4
Property, plant and equipment 40.7 293.5
Goodwill 175.7 358.0
Customer lists (a) 87.8 292.5
Non-compete agreements (b) 7.4 —
Trade names (c) 1.3 3.7
Other assets 2.2 19.6
Total assets acquired 321.9 1,002.7
Fair value of liabilities assumed:
Current maturities of long-term debt — (255.1)
Other current liabilities (6.3)(55.0)
Deferred income taxes on acquired assets — (117.9)
Other liabilities (2.8)(24.0)
Total liabilities assumed (9.1)(452.0)
Common stock issued (inclusive of additional paid-in capital) — (271.6)
Cash paid, net of cash acquired $ 312.8 $ 279.1
(a) Customer lists are amortized using the sum-of-years digit methodology over an estimated useful life of 13 years for
Hosted Solutions and 15 years for Q-Comm.
(b) Non-compete agreements are amortized on a straight-line basis over and estimated useful life of three years.
(c) Trade names were amortized on a straight-line basis over an estimated useful life of one year.
Acquisition of Iowa Telecom – On June 1, 2010, we completed the acquisition of Iowa Telecom, based in Newton, Iowa. This
acquisition provided us with a sizable operating presence in the upper Midwest and the opportunities for operating efficiencies
with our contiguous markets. As of June 1, 2010, Iowa Telecom provided service to approximately 247,000 voice lines, 96,000
high-speed Internet customers and 25,000 digital television customers in Iowa and Minnesota. Pursuant to the merger
agreement, each share of Iowa Telecom common stock was converted into the right to receive 0.804 shares of our common
stock and $7.90 in cash. We paid $253.6 million in cash, net of cash acquired, and issued approximately 26.7 million shares of
common stock valued at $280.8 million on the date of issuance. In addition, we repaid outstanding indebtedness, including
related interest rate swap liabilities, of Iowa Telecom of $628.9 million.
Acquisition of NuVox – On February 8, 2010, we completed our acquisition of NuVox, Inc. ("NuVox"), a business
communications provider based in Greenville, South Carolina. Consistent with our focus on growing revenues from business
customers, the completion of the NuVox acquisition added approximately 104,000 business customer locations in 16
contiguous Southwestern and Midwest states. In accordance with the NuVox merger agreement, we acquired all of the issued
and outstanding shares of common stock of NuVox for $198.4 million in cash, net of cash acquired, and issued approximately
18.7 million shares of common stock valued at $185.0 million on the date of issuance. We also repaid outstanding indebtedness
and related liabilities on existing swap agreements of NuVox totaling $281.0 million.