Acquisitions, Goodwill, Intangible Assets and Other Long-Lived Assets (Tables)
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12 Months Ended |
Dec. 31, 2020 |
Intangible Assets [Line Items] |
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Schedule of Intangible Assets |
The Company amortizes certain acquired identifiable intangible assets on a straight-line basis over their estimated useful lives, which range from 1 to 20 years. The acquired intangible assets have a weighted-average useful life as follows:
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Intangible Assets |
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Weighted-Average Useful Life |
Customer relationships |
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15 years |
Non-compete agreements |
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4 years |
Trade names |
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4 years |
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Changes in Carrying Amount of Acquired Intangible Assets |
Changes in the carrying amount of acquired intangible assets during 2020 and 2019 are summarized as follows:
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December 31, 2020 |
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December 31, 2019 |
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Carrying Value |
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Accumulated Amortization |
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Net Carrying Value |
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Carrying Value |
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Accumulated Amortization |
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Net Carrying Value |
Customer relationships1
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$ |
228,416 |
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$ |
(85,930) |
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$ |
142,486 |
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$ |
196,225 |
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$ |
(73,868) |
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$ |
122,357 |
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Non-compete agreements |
8,125 |
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(5,579) |
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2,546 |
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6,652 |
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(4,152) |
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2,500 |
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Trade names |
1,500 |
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(1,500) |
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— |
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1,500 |
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(1,500) |
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— |
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Total |
$ |
238,041 |
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$ |
(93,009) |
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$ |
145,032 |
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$ |
204,377 |
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$ |
(79,520) |
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$ |
124,857 |
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1 Carrying value as of December 31, 2020 and 2019 is inclusive of $16,501 of accumulated impairment.
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Business Acquisition [Line Items] |
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Weighted-Average Assumptions |
The weighted-average assumptions under the Monte Carlo simulation model were as follows for the year ended December 31, 2020 and 2019:
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FSA Earn-Out |
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December 31, 2020 |
December 31, 2019 |
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Risk-free rate |
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1.4% |
2.2% |
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Revenue discount rate |
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3.2% |
4.4% |
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Revenue volatility |
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8.0% |
5.0% |
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Purchase Price Allocation |
Assets acquired and liabilities assumed as of the acquisition date are presented in the following table:
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MMT |
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Southwest |
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FSA |
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O.S.T. |
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Linn Star |
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CLW |
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July 25, 2018 |
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October 28, 2018 |
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April 21, 2019 |
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July 14, 2019 |
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January 12, 2020 |
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October 11, 2020 |
Tangible assets: |
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Cash |
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$ |
— |
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$ |
— |
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$ |
202 |
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$ |
— |
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$ |
1,308 |
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$ |
— |
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Other receivables |
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— |
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— |
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1,491 |
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— |
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— |
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— |
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Prepaid expenses and other current assets |
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— |
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— |
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1,182 |
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— |
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Property and equipment |
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81 |
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933 |
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40 |
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10,371 |
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605 |
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— |
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Right-of-use lease assets |
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— |
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— |
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3,209 |
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1,672 |
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10,011 |
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811 |
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Total tangible assets |
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81 |
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933 |
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4,942 |
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12,043 |
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13,106 |
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811 |
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Intangible assets: |
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Non-compete agreements |
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43 |
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650 |
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900 |
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850 |
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450 |
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1,000 |
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Customer relationships |
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1,659 |
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9,200 |
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17,900 |
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5,700 |
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29,800 |
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1,500 |
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Goodwill |
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1,954 |
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5,467 |
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19,963 |
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2,050 |
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25,234 |
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3,000 |
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Total intangible assets |
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3,656 |
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15,317 |
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38,763 |
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8,600 |
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55,484 |
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5,500 |
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Total assets acquired |
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3,737 |
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16,250 |
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43,705 |
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20,643 |
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68,590 |
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6,311 |
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Liabilities assumed: |
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Current liabilities |
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— |
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— |
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8,466 |
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— |
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1,340 |
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— |
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Other liabilities |
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— |
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— |
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5,030 |
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— |
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— |
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— |
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Operating lease liabilities |
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— |
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— |
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3,209 |
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1,672 |
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10,011 |
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811 |
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Finance lease obligations |
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— |
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— |
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— |
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6,971 |
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— |
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— |
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Total liabilities assumed |
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— |
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— |
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16,705 |
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8,643 |
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11,351 |
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— |
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Net assets acquired |
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$ |
3,737 |
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$ |
16,250 |
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$ |
27,000 |
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$ |
12,000 |
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$ |
57,239 |
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$ |
5,500 |
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Weighted-Average Useful Life of Acquired Intangible Assets |
The weighted-average useful life of acquired intangible assets as of the acquisition date are summarized in the following table:
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FSA |
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O.S.T. |
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Linn Star |
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CLW |
Customer relationships |
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15 years |
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10 years |
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15 years |
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7 years |
Non-compete agreements |
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5 years |
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3 years |
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1 year |
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5 years |
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Goodwill [Line Items] |
|
Schedule of Goodwill |
Changes in the carrying amount of goodwill during the years ended December 31, 2020 and 2019 are summarized as follows:
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Expedited Freight |
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Intermodal |
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Consolidated |
Balance as of December 31, 2018 |
$ |
117,071 |
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$ |
76,615 |
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$ |
193,686 |
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Acquisitions |
19,963 |
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|
2,050 |
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|
22,013 |
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Balance as of December 31, 2019 |
137,034 |
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|
78,665 |
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|
215,699 |
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Acquisitions |
28,234 |
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|
1,049 |
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|
29,283 |
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Balance as of December 31, 2020 |
$ |
165,268 |
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$ |
79,714 |
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$ |
244,982 |
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