XML 44 R33.htm IDEA: XBRL DOCUMENT v3.19.1
Acquisition (Tables)
9 Months Ended
Mar. 31, 2019
Business Acquisition [Line Items]  
Business Acquisition, Schedule of Financial Information of Acquired Entity [Table Text Block]
The following table presents the net sales and income before taxes from the Boyd Business operations that are included in the Company’s condensed consolidated statements of operations for the three and nine months ended March 31, 2019 (unaudited):
(In thousands)
Three Months Ended
 
Nine Months Ended
 
March 31, 2019
 
March 31, 2019
Net sales
$
18,494

 
$
63,079

Income before taxes
$
668

 
$
4,884

Business Acquisition, Pro Forma Information [Table Text Block]
The following table sets forth certain unaudited pro forma financial results for the Company for the three and nine months ended March 31, 2019 and 2018, as if the acquisition of the Boyd Business was consummated on the same terms as of the first day of the applicable fiscal period.
 
 
 
Three Months Ended March 31,
 
Nine Months Ended March 31,
 
 
2019
 
2018
 
2019
 
2018
(In thousands)
 
 
 
 
 
 
 
 
Net sales
 
$
146,679

 
$
157,927

 
$
453,892

 
$
478,988

Loss before taxes
 
$
(8,588
)
 
$
(3,514
)
 
$
(25,686
)
 
$
(2,029
)
Boyd Coffee [Member]  
Business Acquisition [Line Items]  
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed
The following table summarizes the final allocation of consideration transferred as of the acquisition date:
(In thousands)
Fair Value
 
Estimated
Useful Life
(years)
 
 
 
 
Cash paid
$
38,871


 
Holdback Cash Amount
3,150

 
 
Multiemployer Plan Holdback
1,056

 
 
Fair value of Series A Preferred Stock (14,700 shares)(1)
11,756

 
 
Fair value of Holdback Stock (6,300 shares)(1)
4,825

 
 
Estimated post-closing net working capital adjustment
(8,059
)
 
 
Total consideration
$
51,599

 
 
 
 
 
 
Accounts receivable
$
7,503

 
 
Inventory
9,415

 
 
Prepaid expense and other assets
1,951

 
 
Property, plant and equipment
4,936

 
 
Goodwill
25,395

 
 
Intangible assets:
 
 
 
  Customer relationships
16,000

 
10
  Trade name/trademark—indefinite-lived
3,100

 
 
Accounts payable
(15,080
)
 
 
Other liabilities
(1,621
)
 
 
  Total consideration
$
51,599

 
 
______________
(1) Fair value of Series A Preferred Stock and Holdback Stock as of the Closing Date, estimated as the sum of (a) the present value of the dividends payable thereon and (b) the stated value of the Series A Preferred Stock or Holdback Stock, as the case may be, adjusted for both the conversion premium and the discount for lack of marketability arising from conversion restrictions.