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Subsequent Events (Notes)
3 Months Ended
Mar. 29, 2015
Subsequent Events [Abstract]  
Subsequent Events [Text Block]
Subsequent Events
On April 30, 2015, the Company entered into an Asset Purchase Agreement (the “Purchase Agreement”) with Fred Deeley Imports, Ltd. (“Deeley Imports”) and certain of its affiliates involving, among other things, the Company’s acquisition of the benefit of the exclusive right to distribute the Company’s motorcycles and other products in Canada (the “Transaction”). The consummation of the Transaction (the “Closing”) is expected to occur on or about August 4, 2015, subject to satisfaction or waiver of customary closing conditions.
Pursuant to the Purchase Agreement, upon the Closing, the Company will acquire the benefit of the exclusive right to distribute the Company’s motorcycles and other products in Canada under the Distributorship Agreement, dated as of February 20, 2008, between the Company and Deeley Imports (the “Distribution Agreement”) from the date of the Closing to July 31, 2017. The Distribution Agreement will be terminated immediately after the Closing with the effect that the Company will be the direct distributor of the Company’s motorcycles and other products in Canada following the Closing. In exchange, at the Closing, the Company will pay $50 million to Deeley Imports. In addition, at the Closing, (i) the Company will purchase certain inventory and accounts receivable from Deeley Imports, net of related amounts due, for approximately $15 million, (ii) the Company will assume certain specified liabilities of Deeley Imports, and (iii) the Company will indemnify Deeley Imports for certain expenses and liabilities, including employee severance costs.
The Purchase Agreement also contemplates that the Company will enter into certain other agreements and documents at the Closing, including, but not limited to, a non-competition agreement with each of Deeley Imports, Donald James, who is an equity owner of Deeley Imports and a member of the Board of Directors of the Company, and another equity owner of Deeley Imports. In the Purchase Agreement, Deeley Imports makes certain commitments regarding the operation of its business prior to the Closing, and failure to perform can directly impact the purchase price.