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Business Acquisitions
12 Months Ended
Dec. 31, 2019
Business Combinations [Abstract]  
Business Acquisitions

Note 20 – Business Acquisitions

Wafer Fabrication Facility Acquisition

On April 1, 2019, the Company completed the previously announced acquisition of GFAB. The Company recorded the purchase of GFAB as a business acquisition. The Company purchased GFAB in order to increase the Company’s wafer production capacity.  Total consideration paid by the Company was $33.2 million and was funded by advances under the revolving portion of our long-term credit facility.  The facility and assets were wholly acquired, and there is no remaining minority interest.    The goodwill will not be tax deductible.  The Company also incurred acquisition costs of approximately $0.6 million that were recognized in selling, general and administrative expense.  Due to a lack of data we are unable to provide historical financial pro forma data.  The table below sets forth the fair value of the assets and liabilities recorded in the GFAB acquisition and the corresponding line item in which the item is recorded in our condensed consolidated balance sheet.

 

Property, plant and equipment

 

$

24.4

 

Inventories

 

 

3.6

 

Prepaid expenses and other

 

 

5.2

 

Goodwill

 

 

0.9

 

Deferred tax liabilities

 

 

1.0

 

 

LSC Acquisition

In the third quarter of 2019 we entered into a Share Swap Agreement that provides for the acquisition of LSC and its subsidiaries by the Company.  At the effective date of the transaction, each share of LSC will be converted into the right to receive TWD $42.50 per share in cash, or approximately US $1.42 per share based on December 31, 2019 exchange rates.  The aggregate consideration to be paid by the Company, based on the December 31, 2019 exchange rate, is approximately $437 million. This amount is subject to change, based on the Taiwan dollar to United States dollar exchange rate at closing. The acquisition received LSC shareholder approval on October 25, 2019, and we anticipate completing the acquisition in the second half of 2020, subject to customary closing conditions and regulatory approvals.   We expect to fund the purchase price of the transaction primarily with proceeds from a new bank financing arrangement.

Eris Technology Acquisitions

In July 2018, our 51% owned subsidiary, ERIS Technology Corporation (“Eris”), acquired from Yea Shin Technology Corporation ("Yea Shin") and its shareholders 51% of Yea Shin’s outstanding shares for approximately $6.4 million in cash. Yea Shin operates a wafer fabrication facility located in Tao Yuan county, Taiwan that was established in 1993. The purpose of the acquisition is to expand the current wafer production capacity of Eris.

Eris also entered into a property purchase agreement with Yong Xiang Development Corporation (“Yong Xiang”) to purchase the plant and facility leased by it to Yea Shin. The total purchase price of the property is approximately $25.5 million. Eris completed the purchase of the facility in June 2019.

Eris has leased from Yong Xiang the plant and facility until the purchase has been completed. The monthly lease payment is approximately $0.04 million for the first 8.5 months and approximately $0.03 million for the remaining period.    .