Acquisitions

6 Months Ended

Mar. 31, 2023

Business Combination and Asset Acquisition [Abstract]

Acquisitions

Acquisitions

2023 Acquisitions

In October 2022, we acquired CUBIC, a company that specializes in modular systems for the construction of electrical panels, headquartered in Bronderslev, Denmark. We recorded assets acquired and liabilities assumed in connection with this acquisition based on their estimated fair values as of the acquisition date of October 31, 2022. The preliminary aggregate purchase price allocation is as follows (in millions):

	Purchase Price Allocation
Receivables	$	20.2
Inventories	17.7
Property	27.5
Goodwill	66.3
Other intangible assets	36.4
All other assets	0.9
Total assets acquired	169.0
Less: Total liabilities assumed	(35.2)
Net assets acquired, excluding cash	$	133.8
	Purchase Consideration
Total purchase consideration, net of cash acquired	$	133.8

We assigned the full amount of goodwill and all other net assets acquired related to this acquisition to our Intelligent Devices segment. The goodwill recorded represents intangible assets that do not qualify for separate recognition. We do not expect the goodwill to be deductible for tax purposes.

In February 2023, we acquired Knowledge Lens, a services and solutions provider headquartered in Bengaluru, India. We recorded assets acquired and liabilities assumed in connection with this acquisition based on their estimated fair values as of the acquisition date of February 28, 2023. The preliminary aggregate purchase price allocation is as follows (in millions):

	Purchase Price Allocation
Receivables	$	3.6
Goodwill	35.7
Other intangible assets	17.7
All other assets	1.8
Total assets acquired	58.8
Less: Total liabilities assumed	(6.8)
Net assets acquired, excluding cash	$	52.0
	Purchase Consideration
Total purchase consideration, net of cash acquired	$	52.0

We assigned the full amount of goodwill and all other net assets acquired related to this acquisition to our Lifecycle Services segment. The goodwill recorded represents intangible assets that do not qualify for separate recognition. We do not expect the goodwill to be deductible for tax purposes.

The allocation of the purchase price to identifiable assets above is based on the preliminary valuations performed to determine the fair value of the net assets as of the acquisition date. The measurement period for the valuation of net assets acquired ends as soon as information on the facts and circumstances that existed as of the acquisition date becomes available, but not to exceed 12 months following the acquisition date. Adjustments in purchase price allocations may require a change in the amounts allocated to net assets acquired during the periods in which the adjustments are determined.

2022 Acquisitions

In November 2021, we acquired AVATA, a services provider for supply chain management, enterprise resource planning, and enterprise performance management solutions. We assigned the full amount of goodwill related to this acquisition to our Lifecycle Services segment.

In March 2022, we, through our Sensia affiliate, acquired Swinton Technology, a provider of metering supervisory systems and measurement expertise in the Oil & Gas industry. We assigned the full amount of goodwill related to this acquisition to our Lifecycle Services segment.

Pro forma consolidated sales for the three and six months ended March 31, 2023, were $2.3 billion and $4.3 billion, respectively, and the impact on earnings was not material. Pro forma consolidated sales for the three and six months ended March 31, 2022, were $1.8 billion and $3.7 billion, respectively, and the impact on earnings was not material. The preceding pro forma consolidated financial results of operations are as if the preceding 2023 and 2022 acquisitions occurred on October 1, 2021. The pro forma information is presented for informational purposes only and is not indicative of the results of operations that would have been achieved had the transaction occurred as of that time.

Total sales and acquisition-related costs from all of the above 2023 and 2022 acquisitions in the three and six months ended March 31, 2023 and 2022, were not material.