Algonquin Power & Utilities Corp. – Consolidated Financial Statements ALGONQUIN POWER & UTILITIES CORP.  Notes to the Consolidated Financial Statements  December 31, 2012 and 2011   (in thousands of Canadian dollars except as noted and amounts per share)  3.  Business acquisitions and development projects On July 3, 2012, Liberty Utilities acquired 100% of the common shares of Granite State  Electric Company, a regulated electric utility, and EnergyNorth Natural Gas Inc. (“EnergyNorth”) a regulated natural gas utility for total cash consideration of $299,501 (U.S.  $295,805) subject to final closing adjustments. The following table summarizes the preliminary determination of the fair value of the assets  acquired and liabilities assumed at the acquisition date:  The determination of the fair value of assets and liabilities acquired has been based upon  management’s preliminary estimates and certain assumptions with respect to the fair values  of the assets acquired and liabilities assumed. The Company has not completed the fair  value measurements. In addition, the purchase agreements provides for a final purchase  price adjustment based on final agreed working capital and rate base balances at the  acquisition date. The Company will continue to review information and perform further  analysis prior to finalizing the fair value of the consideration paid and the fair value of the  assets acquired and liabilities assumed. The actual fair values of the assets acquired and  liabilities assumed may differ from the amounts above.  Goodwill represents the excess of the fair value of the consideration paid over the fair value  of net identifiable assets acquired. The contributing factors to the amount recorded as  goodwill include expected future cash flows, potential operational synergies, the utilization of  technology, and cost savings opportunities in the delivery of certain shared administrative  and other services. The goodwill related to EnergyNorth and Granite State has been  allocated to the Liberty Utilities (East) segment. (a) Acquisition of New Hampshire electric and gas utilities  Granite State EnergyNorth Total Cash  $ 395 $ -  $ 395 Restricted cash  3,314 - 3,314 Working capital 1,778 25,255  27,033 Property, plant and equipment  86,935 256,305  343,240 Regulatory assets  32,068 87,203  119,271 Deferred financing  31 - 31 Other assets  172 83  255 Goodwill - 27,580 27,580 Customer deposits  (661) (962) (1,623) Long-term debt  (15,187) -  (15,187) Other long-term liabilities  (1,193) (4,493)  (5,686) Advances in aid of construction  - (86)  (86) Derivative liabilities  - (2,601)  (2,601) Regulatory liabilities  (5,494) (27,572)  (33,066) Pension and OPEB  (19,108) (29,197)  (48,305) Environmental obligation  - (54,431)  (54,431) Deferred income tax liabilities, net  - (60,633)  (60,633) $ 83,050 $ 216,451  $ 299,501 Less: Cash acquired  (395) -  (395) Total net assets acquired  $ 82,655 $ 216,451  $ 299,106 2012 Annual Report 91