NOTE 18 – SUBSEQUENT EVENTS

On January 2, 2014, the Company completed the acquisition of all of the equity securities and units of B27, LLC (“B27”) by way of a Securities Purchase Agreement to expand DXP’s pump packaging offering. The total transaction value was approximately $293.6 million, excluding approximately $1.0 million in transaction costs recognized within SG&A in the 2013 statement of income. The purchase price was financed with borrowings under DXP’s amended credit facility and approximately $4.0 million of DXP common stock.

DXP has not completed appraisals of intangibles for B27, and therefore, has made preliminary estimates for purposes of this disclosure. Estimated goodwill of $227.3 million and intangible assets of $66.3 million were recognized for this acquisition. Approximately $235.0 million of the estimated goodwill or intangible assets are expected not to be tax deductible. The estimated goodwill associated with this acquisition will be included in the IPS segment.

The following table summarizes the preliminary estimated fair values of the assets acquired and liabilities assumed in the acquisition of B27 (in thousands):

Cash		$ 2,538
Accounts Receivable, net		51,448
Inventory		6,472
Property and equipment		14,573
Goodwill and intangibles		293,588
Other assets		948
Assets acquired		369,567
Current liabilities assumed		(52,818)
Non-current liabilities assumed		(23,198)
Net assets acquired		$ 293,551

The pro forma unaudited results of operations for the Company on a consolidated basis for the twelve months ended December 31, 2013 and 2012, assuming the acquisition of B27 was consummated as of January 1, 2012 are as follows (in thousands, except per share data):

	Years Ended December 31,
	2013	2012
Net sales	$ 1,415,123	$ 1,239,006
Net income	$ 67,759	$ 53,453
Per share data
Basic earnings	$ 4.67	$ 3.70
Diluted earnings	$ 4.42	$ 3.51

In connection with the closing of this acquisition, on January 2, 2014, the Company entered into an Amended and Restated Credit Agreement with Wells Fargo Bank, National Association, as Issuing Lender, and Administrative Agent for other lenders (the “New Facility”), amending the Company’s existing credit facility initially entered into on July 11, 2012 and amended on December 31, 2012.

The New Facility provides a $250 million term loan and a $350 million revolving line of credit facility to the Company. The New Facility provides the option of interest at LIBOR (or CDOR for Canadian dollar loans) plus an applicable margin ranging from 1.25% to 2.50% or prime (or Canadian prime for Canadian dollar loans) plus an applicable margin from 0.25% to 1.50% where the applicable margin is determined by the Company’s leverage ratio as defined by the New Facility as of the last day of the fiscal quarter most recently ended prior to the date of borrowing. Commitment fees of 0.20% to 0.45% per annum will be payable on the portion of the New Facility capacity not in use at any given time on the line of credit.

The Company incurred approximately $2.0 million in debt issuance costs related to the New Facility. The New Facility will expire five years after the closing date of the New Facility.

We have evaluated subsequent events through the date the consolidated financial statements were filed with the Securities and Exchange Commission. There were no additional subsequent events that required recognition for disclosure.