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Business Combination (Tables)
12 Months Ended
Dec. 31, 2015
Pericom  
Business Acquisition [Line Items]  
Schedule of Business Acquisitions, by Acquisition

The table below sets forth the estimated purchase price and related costs for Pericom:

 

Cash consideration for shares outstanding

 

$

391,123

 

Cash consideration for vested stock awards, including taxes of $88

 

 

7,371

 

Value of Diodes stock to be issued in exchange for unvested Pericom employee stock awards.

 

 

4,680

 

Total purchase price

 

$

403,174

 

 

Schedule of Purchase Price Allocation

The table below sets forth the preliminary fair value assigned to the assets and liabilities acquired in the Pericom acquisition.  This preliminary purchase price allocation has been used to prepare pro forma adjustments in the pro forma condensed combined balance sheet and statements of earnings. U.S. GAAP permits companies to complete the final determination of the fair values of assets and liabilities up to one year from the acquisition date. The size and breadth of the Pericom acquisition will necessitate the use of this one year measurement period to adequately analyze and assess a number of the factors used in establishing the asset and liability fair values as of the acquisition date including (i) changes in fair values of fixed assets and inventories, (ii) changes in allocations of intangible assets such as trademarks and in process research and development and developed technology, as well as goodwill, and (iii) other changes to assets and liabilities. The final allocation may also result in changes to amortization periods assigned to the assets. Any potential adjustments made could be material in relation to the preliminary values. A final determination of the allocation of the purchase price to the assets acquired and liabilities assumed has not been completed and the following table is considered preliminary.

 

November 24, 2015

 

 

Acquisition

 

 

Method

 

Assets acquired:

 

 

 

Cash and cash equivalents

$

48,806

 

Short-term investments

 

72,537

 

Accounts receivable

 

22,740

 

Inventory

 

22,488

 

Prepaid expenses and other current assets

 

5,793

 

Fixed assets

 

72,210

 

Intangible assets

 

156,700

 

Goodwill

 

54,304

 

Other long-term assets

 

16,069

 

Total assets acquired

$

471,647

 

 

 

 

 

Liabilities assumed:

 

 

 

Accounts payable

$

16,925

 

Accrued liabilities and other

 

8,818

 

Income tax payable

 

1,498

 

Deferred tax liability

 

29,077

 

Other liabilities

 

12,155

 

Total liabilities assumed

 

68,473

 

Total net assets acquired

$

403,174

 

 

 

 

 

Total net assets acquired, net of cash acquired

$

354,368

 

 

Business Acquisition, Pro Forma Information

The table below sets for the unaudited pro forma consolidated results of operations for the years ended December 31, 2015 and December 31, 2014 as if the acquisition of Pericom had occurred at January 1, 2014:

 

Twelve Months Ended

 

 

Twelve Months Ended

 

 

December 31, 2015

 

 

December 31, 2014

 

Net revenues

$

960,019

 

 

$

1,020,585

 

Net income attributable to common stockholders

$

40,180

 

 

$

52,934

 

Earnings per share—Basic

$

0.82

 

 

$

1.10

 

Earnings per share—Diluted

$

0.80

 

 

$

1.07

 

 

BCD Semiconductor Manufacturing Limited  
Business Acquisition [Line Items]  
Schedule of Business Acquisitions, by Acquisition

The purchase price for BCD and related costs were estimated as follows:

Purchase price (cost of shares)

 

$

154,735

 

Acquisition related costs (included in selling, general and   administrative expenses)

 

 

2,075

 

Total purchase price

 

$

156,810

 

 

Schedule of Purchase Price Allocation

The following summarizes the allocation of the purchase price to the fair value of the assets acquired and liabilities assumed at the date of acquisition:

 

 

March 1, 2013

 

 

Acquisition

 

 

Method

 

Assets acquired:

 

 

 

Cash and cash equivalents

$

29,819

 

Accounts receivable, net

 

20,862

 

Inventory

 

42,909

 

Prepaid expenses and other current assets

 

27,205

 

Property, plant and equipment, net

 

99,390

 

Deferred tax assets

 

1,612

 

Other long-term assets

 

5,497

 

Other intangible assets

 

17,200

 

Goodwill

 

2,518

 

Total assets acquired

$

247,012

 

 

Liabilities assumed:

 

 

 

Lines of credit

$

17,336

 

Accounts payable

 

34,758

 

Accrued liabilities and other

 

16,703

 

Deferred tax liability

 

5,055

 

Other liabilities

 

18,425

 

Total liabilities assumed

 

92,277

 

Total net assets acquired, net of cash acquired

$

154,735

 

 

Business Acquisition, Pro Forma Information

The following unaudited pro forma consolidated results of operations for the year ended December 31, 2013 have been prepared as if the acquisition of BCD had occurred at January 1, 2012:

 

 

Twelve Months Ended

 

 

December 31,

 

 

2013

 

Net revenues

$

847,947

 

Net income attributable to common stockholders

$

25,513

 

Earnings per share—Basic

$

0.55

 

Earnings per share—Diluted

$

0.54