Business Combination, Goodwill and Other Intangible Assets (Tables)

12 Months Ended

Aug. 26, 2017

Schedule of Business Acquisitions, by Acquisition [Table Text Block]

We acquired 100% of the ownership interests of Grand Design on November 8, 2016 in accordance with the Securities Purchase Agreement for an aggregate purchase price of $520.5 million, which was paid in cash and Winnebago shares as follows:



(In thousands, except shares)	November 8, 2016
Cash	$	396,442
Winnebago shares: 4,586,555 at $27.05 per share	124,066
Total	$	520,508



(In thousands)	November 8, 2016
Cash	$	1,748
Accounts receivable	32,834
Inventories	15,300
Prepaid expenses and other assets	3,788
Property, plant and equipment	8,998
Goodwill	241,499
Other intangible assets	253,100
Total assets acquired	557,267

Accounts payable	11,163
Accrued compensation	3,615
Product warranties	12,904
Promotional	3,976
Other	290
Deferred tax liabilities	4,811
Total liabilities assumed	36,759

Total purchase price	$	520,508

Finite-Lived and Indefinite-Lived Intangible Assets Acquired as Part of Business Combination [Table Text Block]

The allocation of the purchase price to the net assets acquired and liabilities assumed resulted in the recognition of intangible assets with fair value on the closing date of November 8, 2016 and amortization accumulated from the closing date through August 27, 2016 as follows:



(In thousands)	Weighted Average Life- Years	Fair Value Amount			Accumulated Amortization
Trade name	Indefinite	$	148,000		$	—
Dealer network	12.0	80,500			5,348
Backlog	0.5	18,000			18,000
Non-compete agreements	4.0	4,600			1,116
Leasehold interest-favorable	8.1	2,000			196
Total		253,100			$	24,660
Accumulated amortization		(24,660		)
Net book value of intangible assets		$	228,440

Schedule of Finite-Lived Intangible Assets, Future Amortization Expense [Table Text Block]

Remaining estimated aggregate annual amortization expense by fiscal year is as follows:



(In thousands)	Amount
2018	$	7,854
2019	7,733
2020	7,733
2021	7,733
2022	7,106
Thereafter	42,281

Business Acquisition, Pro Forma Information [Table Text Block]

Unaudited pro forma information is as follows:



	Year Ended
(In thousands, except per share data)	August 26, 2017		August 27, 2016
Net revenues	$	1,642,786	$	1,402,897
Net income	91,163		48,357
Income per share - basic	2.89		1.53
Income per share - diluted	2.88		1.53

The unaudited pro forma data above includes the following significant non-recurring adjustments made to account for certain costs which would have changed if the acquisition of Grand Design had been completed on August 30, 2015:



	Year Ended
(In thousands)	August 26, 2017			August 27, 2016
Amortization of intangibles (1 year or less useful life)	$	(18,751	)	$	18,871
Increase in amortization of intangibles	1,551			7,733
Expenses related to business combination (transaction costs) ⁽¹⁾	(6,649		)	6,649
Interest to reflect new debt structure	3,672			19,622
Taxes related to the adjustments to the pro forma data and to the income of Grand Design	11,648			1,680

⁽¹⁾ Pro forma transaction costs include $0.1 million incurred by Grand Design prior to acquisition.

The following table provides net revenues and operating income (which includes amortization expense) from the Grand Design business included in our consolidated results during the fiscal year ended August 26, 2017 following the November 8, 2016 closing date:



	Year Ended
(In thousands)	August 26, 2017
Net revenues	$	559,664
Operating income	56,475