Acquisition (Tables)

9 Months Ended

Apr. 30, 2016

Business Combinations [Abstract]

Schedule of Recognized Identified Assets Acquired and Liabilities Assumed

The following table summarizes the preliminary estimated fair values of the assets acquired and liabilities assumed in connection with the TCS acquisition, based on the current best estimates of management:

	February 23, 2016
Shares of TCS common stock purchased	$	318,605,000
Stock-based awards settled	21,827,000
Aggregate purchase price at fair value	$	340,432,000
Preliminary allocation of aggregate purchase price:
Cash and cash equivalents	$	59,897,000
Current assets, excluding cash acquired	115,797,000
Deferred tax assets, net, non-current	72,700,000
Property, plant and equipment	26,720,000
Other assets, non-current	2,641,000
Current liabilities (excluding interest accrued on debt)	(87,700,000		)
Debt (including interest accrued)	(134,101,000		)
Capital lease obligations	(8,993,000		)
Other liabilities	(9,156,000		)
Net tangible assets at preliminary fair value	$	37,805,000
Identifiable intangible assets, deferred taxes and goodwill:				Estimated Useful Lives
Customer relationships and backlog	$	225,900,000		21 to 22 years
Trade names	20,000,000			10 to 20 years
Technology	35,000,000			5 to 15 years
Deferred tax liabilities related to intangible assets acquired	(105,422,000		)
Goodwill	127,149,000			Indefinite
Preliminary allocation of aggregate purchase price	$	340,432,000

Business Acquisition, Pro Forma Information

The unaudited pro forma financial information in the table below, for the three months ended April 30, 2016, combines the historical results of Comtech for the three months ended April 30, 2016 and, due to the differences in the companies’ reporting periods, the historical results of TCS for the three months ended March 31, 2016, as if the acquisition had occurred on August 1, 2014. The unaudited pro forma financial information in the table below, for the nine months ended April 30, 2016, combines the historical results of Comtech for the nine months ended April 30, 2016 and, due to the differences in the companies’ reporting periods, the historical results of TCS for the nine months ended March 31, 2016, as if the acquisition had occurred on August 1, 2014.

The unaudited pro forma financial information in the table below, for the three months ended April 30, 2015, combines the historical results of Comtech for the three months ended April 30, 2015 and, due to the differences in the companies’ reporting periods, the historical results of TCS for the three months ended March 31, 2015, as if the acquisition had occurred on August 1, 2014. The unaudited pro forma financial information in the table below, for the nine months ended April 30, 2015, combines the historical results of Comtech for the nine months ended April 30, 2015 and, due to the differences in the companies’ reporting periods, the historical results of TCS for the nine months ended March 31, 2015, as if the acquisition had occurred on August 1, 2014.

	Three months ended April 30,					Nine months ended April 30,
	2016			2015		2016			2015
Net sales	$	130,238,000		$	153,500,000	$	453,475,000		$	499,934,000
Net (loss) income	(21,395,000		)	1,739,000		(27,694,000		)	(16,065,000		)
Basic net (loss) income per share	(1.32		)	0.11		(1.71		)	(0.99		)
Diluted net (loss) income per share	(1.32		)	0.11		(1.71		)	(0.99		)