Acquisition

3 Months Ended

Mar. 31, 2017

Business Combinations [Abstract]

Acquisition

Acquisition

On February 24, 2017, the Company closed on an agreement to purchase Coleman Aerospace from L3 Technologies, Inc. ("L3"). Coleman Aerospace operates as a subsidiary of Aerojet Rocketdyne, Inc. and was renamed Aerojet Rocketdyne Coleman Aerospace, Inc. ("Coleman"). The acquisition builds upon and expands the Company’s capabilities in mission analysis and systems engineering, and increases its product portfolio to include vehicle integration for small-, medium- and intermediate-range ballistic missile targets and other small launch vehicles.

The aggregate consideration to L3 for the purchase of Coleman is estimated to be $17.0 million, which includes $15.0 million of cash paid at closing and an estimated $2.0 million working capital adjustment to be paid in cash. The Company incurred $1.0 million of expenses related to the acquisition of Coleman.

The preliminary purchase price allocation has been developed based on preliminary estimates of the fair value of the assets and liabilities of Coleman that the Company acquired. In addition, the allocation of the preliminary purchase price to acquired intangible assets is based on preliminary fair value estimates.

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

Current assets	$	12.0
Property, plant and equipment	3.9
Total tangible assets acquired	15.9
Intangible assets acquired	4.5
Total assets acquired	20.4
Liabilities assumed, current	(5.2		)
Total identifiable net assets acquired	15.2
Goodwill (Consideration less total identifiable net assets acquired)	$	1.8

The purchase price allocation resulted in the recognition of $1.8 million in goodwill, all of which is deductible for tax purposes and included within the Company’s Aerospace and Defense segment. Goodwill recognized from the acquisition primarily relates to the expected contributions of Coleman to the Company’s overall corporate strategy.

The estimated fair value of Coleman's intangible assets acquired included the following:

	Gross Carrying Amount (in millions)		Amortization Period (years)
Trade name	$	0.5	8
Customer relationships	3.1		8
Developed technology	0.9		10
Total intangible assets	4.5

The acquisition of Coleman was not considered a significant business combination.