Note 14 - 2012 Acquisitions

12 Months Ended

Nov. 30, 2012

Mergers, Acquisitions and Dispositions Disclosures [Text Block]

(14)        2012 Acquisitions

On May 10, 2012, the Company acquired the assets of Universal Harvester Co., Inc. consisting of inventory, equipment, land, building goodwill and intangible assets. The acquisition-date fair value of the total consideration transferred was approximately $3,066,000 consisting of $3,030,450 of current and future cash to be paid and $35,550 of common stock. Under the terms of the purchase agreement, cash in the amount $3,003,565 was paid on May 11, 2012 and $27,427 of cash will be paid on real estate taxes accrued but due on the land and building in future periods. The company issued 5,000 shares of common stock valued at $35,550 based on the closing market price as of May 10, 2012. The Company has paid $15,978 of the accrued real estate taxes as of November 30, 2012.

The operating results of the acquired business are reflected in the Company’s consolidated statement of operations from the acquisition date forward. The acquisition was made to continue the Company’s growth strategy and diversify its product offerings inside the agricultural industry. The purchase price was determined based on an arms-length negotiated value. The transaction is being accounted for under the acquisition method of accounting, with the purchase price allocated to the individual assets acquired. The purchase price allocation has been finalized and no longer subject to change.

The consideration has been allocated as follows:

	Initially		Adjustments			Final
Inventories	$	902,589	$	45,171		$	947,760
Equipment, tools and dies	$	364,053	$	-		$	364,053
Goodwill and intangible assets	$	699,900	$	(81,171	)	$	618,729
Land and building	$	1,100,000	$	36,000		$	1,136,000
Total	$	3,066,542	$	-		$	3,066,542

The unaudited pro forma information for the periods set forth below gives effect to the acquisition as if it had occurred at the beginning of the fiscal years starting December 1, 2011 and December 1, 2010. The pro forma information is presented for informational purposes only and is not necessarily indicative of the results of operations that actually would have been achieved had the acquisition been consummated as of that time or that may result in the future:

	Year Ended November 30, 2012		Year Ended November 30, 2011
Net Sales from continuing operations:
As Reported	$	36,456,830	$	27,619,760
Pro Forma	$	38,710,922	$	32,020,310
Net Income from continuing:
As Reported	$	2,665,087	$	1,248,895
Pro Forma	$	2,756,182	$	1,431,707
Basic net income per share from continuing operations:
As Reported	$	0.66	$	0.31
Pro Forma	$	0.68	$	0.36
Diluted net income per share from continuing operations:
As Reported	$	0.66	$	0.31
Pro Forma	$	0.68	$	0.35
Basic		4,032,643		4,018,196
Diluted		4,049,516		4,049,268