Acquisition

Effective September 30, 2019, ParTech, Inc. ("ParTech"), a wholly-owned subsidiary of the Company, acquired assets of 3M Company's Drive-Thru Communications Systems business ("3M Transaction"), including the XT-1 and G5 headset systems, contracts and intellectual property associated with the business, for a purchase price of $8.4 million (total fair value of assets were $8.4 million, net of warranty liability of $1.4 million, resulting in cash paid of $7.0 million).

The fair values assigned to the acquired assets and assumed liabilities in the table below are based on our best estimates and assumptions as of the reporting date and are considered preliminary pending finalization. The estimates and assumptions are subject to change as we obtain additional information during the measurement period, which may be up to one year from the acquisition date. The assets and liabilities, pending finalization, include the valuation of intangible assets as well as the assumed deferred revenue and deferred income tax balances.



(in thousands)	Purchase price allocation
Developed technology	$	1,200
Customer relationships	3,600
Trademarks	510
Goodwill	2,367
Property, plant and equipment – net	735
Total assets	8,412
Warranty liability	1,412
Cash consideration	$	7,000

The estimated fair values of the developed technology, customer relationships and trademarks were all based on the income approach, which estimates fair value based upon the present value of cash flows that the assets are expected to generate. The method of amortization of identifiable finite-lived intangible assets is based on the expected pattern in which the estimated economic benefits of the respective assets are consumed or otherwise used up. Customer relationships and developed technology assets are amortized on a straight-line basis over their estimated useful lives of five and seven years, respectively. Of the $1,412,000 warranty liability assumed, approximately $712,000 is short-term in nature and is recorded as part of accrued expenses while the remaining $700,000 is recorded as part of other-long term liabilities

During the three and nine months ended September 30, 2019, we incurred immaterial acquisition-related expenses, which were recorded in selling, general and administrative expense.

The Company has not presented combined pro forma financial information of the Company and the acquired 3M Company’s Drive-Thru Communications Systems business because the results of operations of the acquired business are considered immaterial.