XML 78 R7.htm IDEA: XBRL DOCUMENT v2.4.0.8
Acquisitions
6 Months Ended
Jun. 30, 2013
Acquisitions [Abstract]  
Acquisitions
 2.  Acquisitions
 
On December 28, 2012, the Company acquired all of the outstanding equity of Valent Aerostructures, LLC, ("Valent"), a provider of complex sub-assemblies and machined parts to airframe manufacturers in the commercial, business and regional, and military aircraft markets.  Valent is headquartered in Kansas City, Missouri, and the acquisition was accounted for under the acquisition method of accounting.  Concurrent with the acquisition, the Company entered into a new credit agreement to fund the majority of the purchase price of $229,529 as described in Note 6 below.  The Company also issued $15,000 in common stock.  The final determination of the fair value of certain assets acquired and liabilities assumed will be completed within the one year measurement period.  The size and timing of the Valent acquisition will necessitate the use of this measurement period to adequately analyze and assess a number of the factors used in establishing the asset and liability fair values as of the acquisition date.  Any potential adjustments made could be material in relation to the preliminary values recorded on the acquisition date.  Operating results of Valent have been included in the Company's Aerostructures segment from the date of acquisition.

The purchase price for Valent also included the estimated acquisition date fair value of contingent consideration related to an earn-out at the date of the acquisition contingent upon the achievement by Valent of certain earnings levels during the one year earn-out period.    Included in accrued liabilities as of December 31, 2012 was $7,950 of contingent consideration, representing the fair value of the amount payable to former Valent interest holders if certain earnings levels were achieved by Valent in 2013.  As of June 30, 2013, the earnings levels required to be achieved by Valent are not expected to occur by December 31, 2013.  As such, the $7,950 of contingent consideration was deemed unlikely to be paid, and a benefit was recorded in a  separate line of the Condensed Consolidated Statement of Operations.
 
On August 7, 2012, the Company acquired all of the shares of capital stock of TASS Inc. ("TASS"), an after-market engineering and support services firm for $10,365.  Headquartered in Kirkland, Washington, TASS delivers engineering solutions to aircraft manufacturers, airlines, maintenance, repair and overhaul companies and leasing companies worldwide.  The acquisition was funded by internal cash and by entering into a $1,000 note payable and was accounted for under the acquisition method of accounting.  Operating results of TASS have been included in the Company's Engineering Services segment from the date of acquisition.