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ACQUISITIONS
12 Months Ended
Jul. 31, 2018
Business Combinations [Abstract]  
ACQUISITIONS

2.  ACQUISITIONS

Jayco, Inc.

On June 30, 2016, the Company closed on a Stock Purchase Agreement (“Jayco SPA”) for the acquisition of all the issued and outstanding capital stock of towable and motorized recreational vehicle manufacturer Jayco, Corp. (“Jayco”) for initial cash consideration of $576,060, subject to adjustment. This acquisition was funded from the Company’s cash on hand and $360,000 from an asset-based revolving credit facility as more fully described in Note 12 to the Consolidated Financial Statements. The final purchase price adjustment of $5,039, included in accounts payable as of July 31, 2016, was based on the final determination of net assets as of the June 30, 2016 closing date and was paid during the first quarter of fiscal 2017. Jayco operates in the same manner as the Company’s other recreational vehicle subsidiaries, and its towables operations are aggregated within the Company’s towable recreational vehicle reportable segment and its motorized operations are aggregated within the Company’s motorized recreational vehicle reportable segment. The Company purchased Jayco to complement its existing towable and motorized RV product offerings and dealer base.

 

The following table summarizes the final fair values assigned to the Jayco net assets acquired, which are based on internal and independent external valuations:

 

Cash

   $ 18,409  

Other current assets

     258,158  

Property, plant and equipment

     80,824  

Dealer network

     261,100  

Trademarks

     92,800  

Backlog

     12,400  

Goodwill

     74,184  

Current liabilities

     (216,776
  

 

 

 

Total fair value of net assets acquired

     581,099  

Less cash acquired

     (18,409
  

 

 

 

Total cash consideration for acquisition, less cash acquired

   $ 562,690  
  

 

 

 

On the acquisition date, amortizable intangible assets had a weighted-average useful life of 19.3 years. The dealer network was valued based on the Discounted Cash Flow Method and is amortized on an accelerated basis over 20 years. The trademarks were valued on the Relief from Royalty Method and are amortized on a straight-line basis over 20 years. Backlog was valued based on the Discounted Cash Flow Method and is amortized on a straight-line basis over 3 months. Goodwill is deductible for tax purposes.

The following unaudited pro forma information represents the Company’s results of operations as if the fiscal 2016 acquisition of Jayco had occurred at the beginning of fiscal 2015:

 

     Fiscal Year Ended
July 31,  2016
 

Net sales

   $ 6,176,686  

Net income

   $ 284,394  

Basic earnings per common share

   $ 5.42  

Diluted earnings per common share

   $ 5.41