XML 29 R11.htm IDEA: XBRL DOCUMENT v3.6.0.2
ACQUISITIONS
12 Months Ended
Dec. 31, 2016
Acquisitions [Abstract]  
ACQUISITIONS
. ACQUISITIONS

The Corporation continually evaluates potential acquisitions that either strategically fit within the Corporation’s existing portfolio or expand the Corporation’s portfolio into new product lines or adjacent markets.  The Corporation has completed a number of acquisitions that have been accounted for as business combinations and have resulted in the recognition of goodwill in the Corporation's financial statements.  This goodwill arises because the purchase prices for these businesses reflect the future earnings and cash flow potential in excess of the earnings and cash flows attributable to the current product and customer set at the time of acquisition.  Thus, goodwill inherently includes the know-how of the assembled workforce, the ability of the workforce to further improve the technology and product offerings, and the expected cash flows resulting from these efforts. Goodwill may also include expected synergies resulting from the complementary strategic fit these businesses bring to existing operations.

The Corporation allocates the purchase price at the date of acquisition based upon its understanding of the fair value of the acquired assets and assumed liabilities. In the months after closing, as the Corporation obtains additional information about these assets and liabilities, including through tangible and intangible asset appraisals, and as the Corporation learns more about the newly acquired business, it is able to refine the estimates of fair value and more accurately allocate the purchase price. Only items identified as of the acquisition date are considered for subsequent adjustment.  The Corporation will make appropriate adjustments to the purchase price allocation prior to completion of the measurement period, as required.

During 2016, no acquisitions were made. In 2015, the Corporation acquired one business for an aggregate purchase price of $13.2 million, net of cash acquired, which is described in more detail below.

The following table summarizes the estimated fair values of the assets acquired and liabilities assumed at the date of acquisition for all acquisitions consummated during 2015:
(In thousands)
 
2016
 
2015
Accounts receivable
 
$

 
$
996

Inventory
 

 
152

Property, plant, and equipment
 

 
1,463

Other current assets
 

 
155

Intangible assets
 

 
7,700

Current and non-current liabilities
 

 
(6
)
Due to seller
 

 
(1,470
)
Net tangible and intangible assets
 

 
8,990

Purchase price
 

 
13,228

Goodwill
 
$

 
$
4,238



2015 Acquisitions

COMMERCIAL/INDUSTRIAL

Bolt’s Metallizing, Inc.

On March 16, 2015, the Corporation acquired certain assets and assumed certain liabilities of Bolt’s Metallizing, Inc. for $13.2 million in cash. The Asset Purchase Agreement contains a purchase price adjustment mechanism and representations and warranties customary for a transaction of this type, including a portion of the purchase price held back as security for potential indemnification claims against the seller. Bolt’s Metallizing is a provider of thermal spray coatings for critical aerospace applications, including high velocity oxygen fuel (HVOF) and plasma spray coating capabilities.