XML 15 R9.htm IDEA: XBRL DOCUMENT v2.4.0.8
Asset Purchase
6 Months Ended
Oct. 31, 2014
Business Combinations [Abstract]  
Asset Purchase

(3) Asset Purchase:

On May 5, 2014, we acquired substantially all of the net assets of TTPP for $24.1 million, including a $1.3 million working capital adjustment. We recorded this transaction in accordance with ASC 805-20, Business Combinations. TTPP was a provider of custom injection molding services, rapid prototyping and tooling, and was a long-standing supplier of polymer frames and related components for a large number of our firearms, including nearly all of our M&P models. Our acquisition of TTPP’s custom polymer injection molding capabilities was designed to vertically integrate a key component of our manufacturing operations providing us with increased flexibility within our supply chain.

The initial estimated fair value asset and liability allocations made at the acquisition date were adjusted during the six months ended October 31, 2014 for inventory valuation and payroll accruals. We also recorded identifiable intangible assets relating to customer relationships and order backlog during the six months ended October 31, 2014. Additional information that existed as of the acquisition date but at that time was unknown may become known to us during the remainder of the measurement period, which will not exceed 12 months from the acquisition date. Adjustments in the purchase price allocation may require a recasting of the amounts allocated to goodwill retroactive to the period in which the acquisition occurred.

The following table summarizes the estimated preliminary fair values of the assets acquired and liabilities assumed at the acquisition date, as well as measurement period adjustments as described above (in thousands):

 

 

May 5, 2014 (As

 

 

Measurement

 

 

 

 

 

 

Initially

 

 

Period

 

 

October 31, 2014

 

 

Reported)

 

 

Adjustments

 

 

(As Adjusted)

 

Accounts receivable

$

2,614

 

 

$

10

 

 

$

2,624

 

Inventories

 

2,430

 

 

 

449

 

 

 

2,879

 

Total current assets

 

5,044

 

 

 

459

 

 

 

5,503

 

Property, plant, and equipment

 

4,243

 

 

 

 

 

4,243

 

Goodwill

 

15,183

 

 

 

(1,073

)

 

 

14,110

 

Intangibles assets:

 

 

 

 

 

 

 

 

 

 

 

Customer relationships

 

 

 

840

 

 

 

840

 

Order backlog

 

 

 

150

 

 

 

150

 

Other assets

 

8

 

 

 

 

 

8

 

Total assets acquired

 

24,478

 

 

 

376

 

 

 

24,854

 

Accounts payable

 

358

 

 

 

12

 

 

 

370

 

Accrued expenses

 

25

 

 

 

3

 

 

 

28

 

Accrued payroll

 

 

 

361

 

 

 

361

 

Total liabilities assumed

 

383

 

 

 

376

 

 

 

759

 

 

$

24,095

 

 

$

 

 

$

24,095

 

 

Included in general and administrative costs is $442,000 of acquisition-related costs incurred during the six months ended October 31, 2014 related to the TTPP asset acquisition.

Goodwill will be deductible for tax purposes and amortized over 15 years.

We amortize customer relationships in proportion to expected yearly revenue generated from the customer lists acquired or products to be sold. We amortize order backlog over the contract lives as they are executed. The following are the identifiable intangible assets acquired and their respective estimated lives (dollars in thousands):

 

 

 

 

 

 

Estimated Life

 

 

Amount

 

 

(In years)

 

Customer relationships

$

840

 

 

 

7.0

 

Order backlog

 

150

 

 

 

1.0

 

 

$

990

 

 

 

 

 

 

Pro forma results of operations assuming that this acquisition had occurred on May 1, 2013 are not required because of the immaterial impact on our consolidated financial statements for all periods presented.