ACQUISITIONS

The following table contains the estimated fair values (using inputs as discussed in Note 12) of the assets acquired and liabilities assumed at the date of acquisition for all acquisitions during the periods presented, and any additional consideration paid for prior years’ acquisitions. We are finalizing all the information required to complete the purchase price allocations related to certain recent acquisitions and do not anticipate any material modifications.



	Nine Months Ended September 30,
	2013			2012
Accounts receivable	$	12.8		$	8.8
Inventory	15.1			18.9
Property, plant and equipment	16.1			12.0
Goodwill (1)	6.1			54.3
Other intangible assets	10.3			102.4
Other current and long-term assets	.1			.6
Current liabilities	(19.3		)	(6.8		)
Long-term liabilities	(6.0		)	—
Additional consideration for prior years’ acquisitions	—			.1
Fair value of net identifiable assets	35.2			190.3
Less: Bargain purchase gain	8.7			—
Net cash consideration	$	26.5		$	190.3

(1) Goodwill associated with 2013 acquisitions is not expected to provide an income tax benefit. Goodwill associated with the 2012 acquisitions is expected to provide an income tax benefit.

The following table summarizes acquisitions for the periods presented.

During third quarter 2013, we acquired an aerospace tubing manufacturer based in France for a cash purchase price of $14.4. This business was acquired at a price less than the fair value of the net identifiable assets, and we recorded an $8.7 non-taxable bargain purchase gain. The bargain purchase gain is reported in the "Other (income) expense, net" line of our income statement. We have assessed the key valuation assumptions and business combination accounting procedures for this acquisition and believe the recognition of a bargain purchase gain is appropriate for this acquisition; however, we are still finalizing all information required to complete this purchase price allocation. Factors that contributed to the bargain purchase price were: (i) The seller of this business will continue to purchase these products in the future. Due to the unique nature of the products and limited number of potential buyers for this business, it was important to the seller that the acquiring company was a financially sound, integrated manufacturer. The seller found it advantageous to accept our purchase price based upon our demonstrated ability to operate similar businesses, and financial strength that will enable us to be a long-term supplier of quality products into the future, and (ii) We were able to complete the acquisition without a financing contingency, which was an important attribute for the seller.

In January 2012, we acquired Western Pneumatic Tube Holding, LLC (Western) for a cash purchase price of $188.2, forming the Aerospace Products business unit within the Tubing Group. Western is a leading provider of integral components for critical aircraft systems, and specializes in fabricating thin-walled, large diameter, welded tubing and specialty formed products from titanium, nickel and other specialty materials for leading aerospace suppliers and OEMs. Factors that contributed to a purchase price resulting in the recognition of goodwill included Western’s competitive position, and its fit with our strategy to seek businesses with secure, leading positions in growing, profitable, attractive markets.

The results of operations of the above acquired companies have been included in the consolidated financial statements since the dates of acquisition. The unaudited pro forma consolidated net sales, net earnings and earnings per share are not materially different from the amounts reflected in the accompanying financial statements.

Certain of our acquisition agreements provide for additional consideration to be paid in cash at a later date and are recorded as a liability at the acquisition date. At September 30, 2013, there was no material remaining consideration payable.

In addition, in the third quarter of 2012, we invested $22.4 to acquire an interest in an unconsolidated entity related to a potential acquisition. We had no contractual right or obligation to make any additional investment and liquidated our position in the 3rd quarter of 2013 for $21.2, plus $1.8 in interest.

Nine Months Ended

Number of Acquisitions

Product/Service

September 30, 2013

Industrial Materials (2); Specialized (1)

Tubing for the aerospace industry (2); Innerspring unit wire-forming machines

September 30, 2012

Industrial Materials

Tubing for the aerospace industry; Tube fabrication