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Business Combinations
12 Months Ended
Jun. 29, 2012
Business Combinations [Abstract]  
BUSINESS COMBINATIONS

NOTE 4: BUSINESS COMBINATIONS

 

During fiscal 2011 we made the following significant acquisitions:

 

       Acquisition of CapRock. On July 30, 2010, we acquired privately held CapRock Holdings, Inc. and its subsidiaries, including CapRock Communications, Inc. (collectively, “CapRock”), a global provider of mission-critical, managed satellite communications services for the government, energy and maritime industries. CapRock's solutions include broadband Internet access, voice over Internet Protocol (“VOIP”) telephony, wideband networking and real-time video, delivered to nearly 2,000 customer sites around the world. The acquisition of CapRock increased the breadth of our assured communications® capabilities, while enabling us to enter new vertical markets and increase our international presence. The total net purchase price for CapRock was $517.5 million. We report CapRock as part of Harris CapRock Communications under our Integrated Network Solutions segment.

 

Acquisition of Schlumberger GCS. On April 4, 2011, we acquired from Schlumberger B.V. and its affiliates (“Schlumberger”) substantially all of the assets of the Schlumberger group's Global Connectivity Services business (“Schlumberger GCS”), a provider of satellite and terrestrial communications services for the worldwide energy industry. The total net purchase price for Schlumberger GCS was $380.6 million, subject to post-closing adjustments. We report Schlumberger GCS as part of Harris CapRock Communications under our Integrated Network Solutions segment.

 

Acquisition of Carefx. Also on April 4, 2011, we acquired privately held Carefx Corporation (“Carefx”), a provider of interoperability workflow solutions for government and commercial healthcare providers. Carefx's solution suite is used by more than 800 hospitals, healthcare systems and health information exchanges across North America, Europe and Asia. The acquisition expanded our presence in government healthcare, provided entry into the commercial healthcare market and is expected to leverage the healthcare interoperability workflow products offered by Carefx and the broader scale of enterprise intelligence solutions and services that we provide. The total net purchase price for Carefx was $153.3 million. We report Carefx as part of Healthcare Solutions under our Integrated Network Solutions segment.

 

The following tables provide further detail of these acquisitions in fiscal 2011:

 

  CapRock Schlumberger GCS Carefx
                
  (In millions)
Date of acquisition 7/30/10 4/4/11 4/4/11
Reporting business segment Integrated Integrated Integrated
  Network Solutions Network Solutions Network Solutions
Cash consideration paid to former owners $ 540.2   $ 384.6   $ 153.8 
Less cash acquired   (22.7)     (4.0)     (0.5) 
Total net purchase price paid $ 517.5   $ 380.6   $ 153.3 
Allocation of purchase price:              
 Accounts and notes receivable  $ 41.3   $ 4.8   $ 5.8 
 Inventories    38.5     3.9     4.4 
 Other current assets   4.3     4.2     0.3 
 Current deferred income taxes    11.8         1.5 
 Property, plant and equipment    58.8     31.6     
 Goodwill    378.4     273.4     118.8 
 Identifiable intangible assets    131.5     75.5     31.4 
 Other assets            0.1 
Total assets acquired    664.6     393.4     162.3 
 Accounts payable and accrued expenses    81.4     6.4     4.7 
 Advance payments and unearned income    3.3         2.8 
 Non-current deferred income taxes   52.3     6.4     0.6 
 Other liabilities    10.1         0.9 
Total liabilities acquired    147.1     12.8     9.0 
Net assets acquired  $ 517.5   $ 380.6   $ 153.3 

  CapRock Schlumberger GCS Carefx
  Weighted      Weighted      Weighted     
  Average      Average      Average     
  Amortization      Amortization      Amortization     
  Period  Total  Period  Total  Period  Total
                            
  (In years) (In millions) (In years) (In millions) (In years) (In millions)
Identifiable Intangible Assets:                          
 Customer relationships   16.0   $ 68.0    13.0   $ 66.9    11.0   $ 7.1 
 Contract backlog   5.0     49.0    2.0     7.1    4.5     10.6 
 Trade names  5.0     14.0    6.0     0.2    3.5     2.9 
 Developed technology         6.0     1.3    4.5     10.8 
 Other   15.0     0.5                
Weighted average amortization period and total   10.7   $ 131.5    11.8   $ 75.5    5.9   $ 31.4 

The purchase prices for the CapRock, Schlumberger GCS and Carefx acquisitions give effect to post-closing adjustments. The purchase price allocations for all of these acquisitions are final.

 

Pro Forma Results (Unaudited)

 

The following summary, prepared on a pro forma basis, presents our unaudited consolidated results of operations for fiscal 2011 and 2010 as if the acquisitions of CapRock and Schlumberger GCS had been completed as of the beginning of fiscal 2010, after including in fiscal 2010 integration and other costs associated with these acquisitions, and after including the impact of adjustments such as amortization of intangible assets and interest expense on related borrowings and, in each case, the related income tax effects. This pro forma presentation does not include any impact of transaction synergies. The pro forma results are not necessarily indicative of our results of operations had we owned CapRock and Schlumberger GCS for the entire periods presented. In the following table, “income from continuing operations” refers to income from continuing operations attributable to Harris Corporation common shareholders.

 2011 2010
      
 (In millions, except per
 share amounts)
Revenue from product sales and services — as reported $ 5,418.4 $ 4,725.0
Revenue from product sales and services — pro forma $ 5,576.2 $ 5,269.7
Income from continuing operations — as reported$ 599.6 $ 581.0
Income from continuing operations — pro forma$ 607.4 $ 528.8
Income from continuing operations per diluted common share — as reported $ 4.69 $ 4.42
Income from continuing operations per diluted common share — pro forma $ 4.75 $ 4.03

The goodwill resulting from all the above acquisitions was associated primarily with the acquired businesses' market presence and leading positions, growth opportunities in the markets in which the acquired businesses operated, experienced work forces and established operating infrastructures. The goodwill related to the Schlumberger GCS acquisition is deductible for tax purposes, the goodwill related to the Carefx acquisition is nondeductible for tax purposes, and most of the goodwill related to the CapRock acquisition is nondeductible for tax purposes.