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Acquisitions and Divestitures (Tables)
12 Months Ended
Sep. 30, 2019
Acquisitions  
Schedule of income (loss) from discontinued operations The following table presents the composition of net income from discontinued operations, net of taxes (in thousands):

Years Ended September 30,

 

2019

    

2018

    

2017

 

Net sales

$

$

262,228

$

378,152

Costs and expenses:

Cost of sales

 

 

235,279

 

342,819

Selling, general and administrative expenses

 

 

11,365

 

17,487

Amortization of purchased intangibles

 

 

1,373

 

2,752

Restructuring costs

 

 

7

 

208

Other income

 

 

(15)

 

(46)

Earnings from discontinued operations before income taxes

 

 

14,219

 

14,932

Net loss on sale

 

1,423

 

6,131

 

Income tax provision

 

 

3,845

 

401

Net income (loss) from discontinued operations

$

(1,423)

$

4,243

$

14,531

Schedule of estimated amortization expense related to acquisition

The table below shows our expected amortization of purchased intangibles as of September 30, 2019, for each of the next five years and thereafter (in thousands):

    

    

    

 

Transportation

Cubic Mission

 

Systems

Solutions

Total

 

2020

$

17,553

$

18,884

$

36,437

2021

 

16,025

 

14,429

 

30,454

2022

 

15,470

 

11,304

 

26,774

2023

 

10,353

 

9,151

 

19,504

2024

 

9,797

 

7,179

 

16,976

Thereafter

 

21,531

 

13,937

 

35,468

$

90,729

$

74,884

$

165,613

Schedule of unaudited pro forma information

The following unaudited pro forma information presents our consolidated results of operations as if Nuvotronics, GRIDSMART, Trafficware, Shield, and MotionDSP had been included in our consolidated results since October 1, 2017 (in millions):

Years Ended September 30,

 

2019

    

2018

 

Net sales

$

1,510.8

$

1,297.6

Net income (loss)

$

45.1

$

(5.0)

Nuvotronics  
Acquisitions  
Schedule of Business Combination Operating Results

Nuvotronics’ sales and results of operations included in our operating results were as follows (in millions):

Years Ended September 30,

2019

    

2018

 

2017

Sales

$

7.4

$

$

Operating loss

 

(6.9)

 

 

Net loss after taxes

 

(6.9)

 

 

Schedule of Business Combination components of operating results

Nuvotronics’ operating results above included the following amounts (in millions):

Years Ended September 30,

2019

    

2018

 

2017

Amortization

$

1.2

$

$

Acquisition-related expenses

3.0

 

 

Schedule of estimated fair values of the assets acquired and liabilities assumed at the acquisition date

The following table summarizes the estimated fair values of the assets acquired and liabilities assumed at the acquisition date (in millions):

Technology

    

$

22.7

 

Trade name

1.5

Backlog

1.4

Non-compete agreements

0.5

Customer relationships

0.6

Accounts receivable and contract assets

2.6

Fixed assets

2.7

Accounts payable and accrued expenses

(1.8)

Deferred taxes

(3.2)

Other net assets acquired (liabilities assumed)

 

(0.6)

Net identifiable assets acquired

 

26.4

Goodwill

 

40.4

Net assets acquired

$

66.8

Schedule of estimated amortization expense related to acquisition

The estimated amortization expense related to the intangible assets recorded in connection with our acquisition of Nuvotronics is as follows (in millions):

Year Ended

September 30,

    

 

2020

$

4.0

2021

 

3.0

2022

 

3.0

2023

 

2.9

2024

 

2.7

Thereafter

10.1

GRIDSMART  
Acquisitions  
Schedule of Business Combination Operating Results

GRIDSMART’s sales and results of operations included in our operating results were as follows (in millions):

Years Ended September 30,

2019

    

2018

 

2017

Sales

$

20.6

$

$

Operating income

 

0.9

 

 

Net income after taxes

 

0.9

 

 

Schedule of Business Combination components of operating results

GRIDSMART’s operating results above included the following amounts (in millions):

Years Ended September 30,

2019

    

2018

 

2017

Amortization

$

4.0

$

$

Acquisition-related expenses

 

2.9

 

 

Schedule of estimated fair values of the assets acquired and liabilities assumed at the acquisition date

The following table summarizes the estimated fair values of the assets acquired and liabilities assumed at the acquisition date (in millions):

Technology

    

$

25.7

 

Customer relationships

3.6

Trade name

2.4

Inventory

4.3

Accounts receivable

1.7

Accounts payable and accrued expenses

(1.9)

Deferred taxes

(3.3)

Other net assets acquired

 

0.6

Net identifiable assets acquired

 

33.1

Goodwill

 

53.7

Net assets acquired

$

86.8

Schedule of estimated amortization expense related to acquisition

The estimated amortization expense related to the intangible assets recorded in connection with our acquisition of GRIDSMART is as follows (in millions):

Year Ended

September 30,

    

 

2020

$

5.3

2021

 

3.9

2022

 

3.5

2023

 

3.5

2024

 

3.5

Thereafter

8.1

Trafficware  
Acquisitions  
Schedule of Business Combination Operating Results

Trafficware’s sales and results of operations included in our operating results were as follows (in millions):

Years Ended September 30,

2019

    

2018

 

2017

Sales

$

53.8

$

$

Operating loss

 

(11.0)

 

 

Net loss after taxes

 

(11.0)

 

 

Schedule of Business Combination components of operating results

Trafficware’s operating results above included the following amounts (in millions):

Years Ended September 30,

2019

    

2018

 

2017

Amortization

$

15.3

$

$

Acquisition-related expenses

 

5.2

 

 

Schedule of estimated fair values of the assets acquired and liabilities assumed at the acquisition date

The following table summarizes the fair values of the assets acquired and liabilities assumed at the acquisition date (in millions):

Technology

    

$

43.3

 

Customer relationships

21.9

Backlog

4.8

Trade name

4.6

Accounts receivable

10.4

Inventory

9.9

Accounts payable and accrued expenses

(8.9)

Other net assets acquired (liabilities assumed)

 

(2.0)

Net identifiable assets acquired

 

84.0

Goodwill

 

153.2

Net assets acquired

$

237.2

Schedule of estimated amortization expense related to acquisition

The estimated amortization expense related to the intangible assets recorded in connection with our acquisition of Trafficware is as follows (in millions):

Year Ended

September 30,

    

 

2020

$

11.4

2021

 

11.4

2022

 

11.4

2023

 

6.4

2024

 

5.9

Thereafter

12.9

Shield Aviation  
Acquisitions  
Schedule of Business Combination Operating Results

Shield’s sales and results of operations included in our operating results were as follows (in millions):

Years Ended September 30,

2019

    

2018

 

2017

Sales

$

$

$

Operating loss

 

(5.3)

 

(0.8)

 

Net loss after taxes

 

(5.3)

 

(0.6)

 

Schedule of Business Combination components of operating results

Shield’s operating results above included the following amounts (in millions):

Years Ended September 30,

2019

    

2018

 

2017

Amortization

$

0.8

$

0.1

$

Loss (gain) for changes in fair values of contingent consideration

 

(1.8)

 

0.2

 

Schedule of estimated fair values of the assets acquired and liabilities assumed at the acquisition date

The acquisition of Shield was paid for with funds from existing cash resources. The following table summarizes the fair values of the assets acquired and liabilities assumed at the acquisition date (in millions):

Technology

    

$

6.0

 

Other net assets acquired

 

0.3

Net identifiable assets acquired

 

6.3

Goodwill

 

6.5

Net assets acquired

$

12.8

Schedule of estimated amortization expense related to acquisition

The amortization expense related to the intangible assets recorded in connection with our acquisition of Shield is as follows (in millions):

Year Ended

September 30,

    

 

2020

$

0.8

2021

 

0.8

2022

 

0.8

2023

 

0.8

2024

 

0.8

Thereafter

1.4

MotionDSP  
Acquisitions  
Schedule of Business Combination Operating Results

MotionDSP’s sales and results of operations included in our operating results since its consolidation in our financial statements were as follows (in millions):

Years Ended September 30,

2019

    

2018

 

2017

Sales

$

1.5

$

0.6

$

Operating loss

 

(0.6)

 

(2.7)

 

Net loss after taxes

 

(0.6)

 

(1.9)

 

Schedule of Business Combination components of operating results

MotionDSP’s operating results above included the following amounts (in millions):

Years Ended September 30,

2019

    

2018

 

2017

Amortization

$

0.7

$

0.4

$

Acquisition-related expenses

 

0.4

 

0.8

 

0.2

Schedule of estimated fair values of the assets acquired and liabilities assumed at the acquisition date

The acquisition of MotionDSP was paid for with funds from existing cash resources. The following table summarizes the fair values of the assets acquired and liabilities assumed at the acquisition date (in millions):

Customer relationships

    

$

0.2

 

Technology

 

4.5

Trade name

0.1

Accounts payable and accrued expenses

(0.3)

Other noncurrent liabilities

(0.8)

Other net liabilities assumed

 

(0.9)

Net identifiable assets acquired

 

2.8

Goodwill

 

6.7

Net assets acquired

$

9.5

Schedule of estimated amortization expense related to acquisition

The estimated amortization expense related to the intangible assets recorded in connection with our acquisition of MotionDSP is as follows (in millions):

Year Ended

September 30,

    

 

2020

$

0.7

2021

 

0.7

2022

 

0.7

2023

 

0.7

2024

 

0.6

Thereafter

0.2