Business Acquisitions

12 Months Ended

Dec. 31, 2014

Business Combinations [Abstract]

Business Acquisitions

Business Acquisitions

The Company periodically reviews acquisition targets that it believes will be a complementary strategic fit to its existing product portfolio. During 2014, the Company completed seven acquisitions with an aggregate purchase price of $183.8 million, net of cash acquired.

During the fourth quarter of 2014, the Company purchased all of the outstanding common stock of RFL Electronics ("RFL"). RFL is a leading North American designer and manufacturer of protection and communication products as well as customized systems primarily for the electric utility industry. RFL was purchased for $20.0 million, net of cash received, and has been added to the Power segment, resulting in the recognition of intangible assets of $5.3 million and goodwill of $7.3 million. The $5.3 million of intangible assets consists primarily of tradenames and customer relationships that will be amortized over a weighted average period of approximately 15 years. None of the $7.3 million of goodwill associated with the RFL acquisition is expected to be deductible for tax purposes.

During the third quarter of 2014, the Company purchased all of the membership interests of RigPower, LLC (“RigPower”), a manufacturer of high amperage electrical connectors used primarily in the oil and gas industry. RigPower was purchased for $15.2 million, net of cash received, and has been added to the Electrical segment, resulting in the recognition of intangible assets of $3.5 million and goodwill of $9.0 million. The $3.5 million of intangible assets consists primarily of customer relationships and noncompete agreements that will be amortized over a weighted average period of approximately 10 years. All of the goodwill associated with the RigPower acquisition is expected to be deductible for tax purposes.

During the second quarter of 2014, the Company purchased all of the outstanding common stock of Reuel, Inc. (“Reuel”), an industry leader in the manufacture of durable and weather resistant epoxy molded electrical products. Reuel was purchased for $11.5 million, net of cash received, and has been added to the Power segment, resulting in the recognition of intangible assets of $5.7 million and goodwill of $3.4 million. The $5.7 million of intangible assets consists primarily of customer relationships and tradenames that will be amortized over a weighted average period of approximately 12 years. None of the goodwill associated with the Reuel acquisition is expected to be deductible for tax purposes.

During the second quarter of 2014, the Company purchased all of the outstanding common stock of Litecontrol Corporation (“Litecontrol”), a manufacturer of linear architectural lighting products with significant custom capabilities. Litecontrol was purchased for $45.3 million, net of cash received, and has been added to the Electrical segment, resulting in the recognition of intangible assets of $16.7 million and goodwill of $12.0 million. The $16.7 million of intangible assets consists primarily of customer relationships and tradenames that will be amortized over a weighted average period of approximately 12 years. All of the goodwill associated with the Litecontrol acquisition is expected to be deductible for tax purposes.

During the first quarter of 2014, the Company purchased all of the outstanding common stock of Powerohm Resistors, Inc. (“Powerohm”), which manufactures and sells power and braking resistors. Powerohm was purchased for $51.1 million, net of cash received, and has been added to the Electrical segment, resulting in the recognition of intangible assets of $22.3 million and goodwill of $32.5 million. The $22.3 million of intangible assets consists primarily of customer relationships and tradenames that will be amortized over a weighted average period of approximately 19 years. None of the goodwill associated with the Powerohm acquisition is expected to be deductible for tax purposes.

During the first quarter of 2014, the Company purchased all of the outstanding common stock of PenCell Plastics, Inc. and all of the membership interests of English Road Holdings, LLC, collectively referred to as “PenCell”, for $32.4 million, resulting in the recognition of intangible assets of $5.2 million and goodwill of $13.8 million. PenCell manufactures and sells plastic enclosure boxes and has been added to the Power segment. The $5.2 million of intangible assets consists primarily of customer relationships and tradenames that will be amortized over a weighted average period of approximately 22 years. All of the goodwill associated with the PenCell acquisition is expected to be deductible for tax purposes.

During the first quarter of 2014, the Company purchased all of the outstanding common stock of Fiber and Cable Accessories, Inc. (“FCA”), a manufacturer of aerial slack storage devices for outside plant optical networks. FCA was purchased for $8.3 million and has been added to the Power segment, resulting in the recognition of intangible assets of $4.3 million and goodwill of $2.9 million. The $4.3 million of intangible assets consists primarily of customer relationships and tradenames that will be amortized over a weighted average period of approximately 19 years. All of the goodwill associated with the FCA acquisition is expected to be deductible for tax purposes.

All of these business acquisitions have been accounted for as business combinations and have resulted in the recognition of goodwill. The goodwill relates to a number of factors built into the purchase price, including the future earnings and cash flow potential of the businesses as well as the complementary strategic fit and resulting synergies they bring to the Company’s existing operations.

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

Tangible assets acquired	$	71.3
Intangible assets	63.0
Goodwill	80.9
Deferred tax liabilities	(11.4		)
Liabilities assumed	(20.0		)
TOTAL CASH CONSIDERATION	$	183.8

The Consolidated Financial Statements include the results of operations of the acquired businesses from their respective dates of acquisition. Net sales and earnings related to these acquisitions for the year ended December 31, 2014 were not significant to the consolidated results. Pro forma information related to these acquisitions has not been included because the impact to the Company’s consolidated results of operations was not material.