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Acquisitions
12 Months Ended
Sep. 30, 2021
Business Combinations [Abstract]  
Acquisitions

 

Note C. Acquisitions

Shenzhen Sanshun Nano New Materials Co., Ltd

On April 1, 2020, the Company purchased Shenzhen Sanshun Nano New Materials Co., Ltd (“SUSN”), a leading carbon nanotube producer, for a purchase price of $100 million, consisting of: (i) cash consideration of $84 million, net of $1 million acquired (ii) contingent consideration of $3 million to be paid over the two-year period ending March 31, 2022 upon the satisfaction of certain milestones, and (iii) the assumed debt of $13 million. The debt the Company assumed in the transaction was repaid in June 2020. The operating results of SUSN were included in the results of the Company's Performance Chemicals segment beginning in the third quarter of fiscal 2020, and revenue totaled $12 million in the second half of fiscal 2020.

The final allocation of the purchase price set forth below was based on estimates of the fair value of assets acquired and liabilities assumed as of April 1, 2020.

 

 

(In millions)

 

Assets

 

 

 

 

Cash

 

$

1

 

Accounts Receivable

 

 

8

 

Inventories

 

 

4

 

Prepaid expenses and other current assets

 

 

2

 

Property, plant and equipment

 

 

38

 

Intangible assets

 

 

15

 

Goodwill

 

 

45

 

Deferred tax asset

 

 

1

 

Other assets

 

 

2

 

Total assets acquired

 

 

116

 

 

 

 

 

 

Liabilities

 

 

 

 

Accounts payable and accrued liabilities

 

 

(12

)

Long-term debt

 

 

(13

)

Other liabilities

 

 

(6

)

 

 

 

 

 

Total liabilities assumed

 

 

(31

)

 

 

 

 

 

Cash consideration paid

 

$

85

 

As part of the purchase price allocation, the Company determined the separately identifiable intangible assets are comprised of developed technologies of $9 million, which are amortized over ten years, customer relationships of $4 million, which are amortized over twenty years, and trademarks of $2 million, which are amortized over ten years. The excess of the purchase price over the fair value of the tangible net assets and intangible assets acquired was recorded as goodwill. The goodwill recognized is attributable to the growth and operating synergies that the Company expects to realize from this acquisition. Goodwill generated from the acquisition is not deductible for tax purposes.