3. ACQUISITIONS

Carr Concrete

On July 7, 2014, the Company entered into an asset purchase agreement to acquire and assume substantially all of the assets and liabilities of Carr Concrete Corporation (Carr) for $12,491, inclusive of an accrued $200 post-closing purchase price adjustment. Carr is a provider of pre-stressed and precast concrete products located in Waverly, WV and the transaction was funded with cash on hand. Included within the purchase price is $1,000 which will be held in escrow to satisfy any indemnity claims under the purchase agreement. The results of Carr’s operations for the period July 7, 2014 through September 30, 2014 are included in our Construction Products segment and were not material to the periods presented.

Ball Winch

During the prior year, the Company acquired substantially all of the assets and liabilities of Ball Winch, LLC (Ball Winch). Cash payments totaling $37,500 were made during 2013 and a post-closing working capital adjustment of $495 was paid in February 2014 resulting in a total purchase price of $37,995. Included within the purchase price was $3,300 which is held in escrow to satisfy any indemnity claims under the purchase agreement. The results of operations for Ball Winch are included in the Company’s Tubular Products segment for the nine months ended September 30, 2014.

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


		July 7, 2014		November 7, 2013
Allocation of Purchase Price		Carr Fair Value		Ball Winch Fair Value




Current assets	$	3,204	$	1,857
Other assets		145		64
Property, plant, and equipment		7,648		5,555
Goodwill		1,822		16,544
Other intangibles		1,348		14,682
Current liabilities		(1,676)		(707)
Total	$	12,491	$	37,995

The following table summarizes the estimates of the fair values and amortizable lives of the identifiable intangible assets acquired:



Intangible Asset		July 7, 2014 Carr Fair Value		November 7, 2013 Ball Winch Fair Value

Trade name	$	613	$	723
Technology and customer relationships		611		11,129
Non-competition agreements		124		2,830
Total identified intangible assets	$	1,348	$	14,682

The Carr purchase price allocation is based upon a preliminary valuation. If new information is obtained about facts and circumstances that existed as of the acquisition date that, if known, would have affected the measurement recognized for assets or liabilities assumed, the Company will retrospectively adjust the amounts recognized as of the acquisition date.

The Company has concluded that intangible assets and goodwill values resulting from the transactions will be deductible for tax purposes.