Business Acquisitions

12 Months Ended

Dec. 31, 2013

Business Combinations [Abstract]

Business Combination Disclosure [Text Block]

Note 19 – Business Acquisitions

In May 2013, the Company acquired a business that primarily related to tin plating for its North American reportable operating segment for net consideration of approximately $1,831. The Company allocated the purchase price to $830 of intangible assets, comprised of formulations, to be amortized over 10 years; a non-competition agreement, to be amortized over 4 years; and a customer list, to be amortized over 10 years. In addition, the Company recorded $277 of goodwill, all of which will be tax deductible. The remaining purchase price was allocated between the acquisition date fair value of inventory purchased of $454 and fixed assets purchased of $270.

In January 2013, the Company acquired a chemical milling maskants distribution network for net consideration of approximately $647, which was assigned to the North American reportable operating segment. The Company also assumed an additional $100 hold-back of consideration for potential indemnity obligations, which was paid to the former shareholders during January 2014. The acquired intangible was allocated to the Company's customer lists and rights to sell intangible assets and will be amortized over 5 years.

In July 2012, the Company acquired NP Coil Dexter Industries, S.r.l. for approximately $2,748, and assumed short-term and long-term debt of approximately $1,186 and $854, respectively. NP Coil Dexter is a manufacturer and supplier of metal surface treatment products. The Company allocated the purchase price to $3,825 of intangible assets, comprised of trademarks and formulations, to be amortized over 10 years; two customer lists to be amortized over 8 and 4 years, respectively; and a non-competition agreement to be amortized over 5 years. In addition, the Company recorded $1,786 of goodwill, none of which will be tax deductible and was assigned to the EMEA reportable operating segment. Liabilities assumed included a hold-back of consideration to be paid to the former shareholders at 18 months from the acquisition date. During the fourth quarter of 2012, the Company recorded an increase to other income of approximately $1,033 on its Consolidated Statement of Income related to a change in the fair value of this hold-back of consideration liability.

In October 2011, the Company acquired G.W. Smith & Sons, Inc. for approximately $14,518. G.W. Smith manufactures and distributes high quality die casting lubricants, and also distributes metalworking fluids. The Company allocated the purchase price to $6,260 of intangible assets, comprised of trade names and formulations, to be amortized over 15 years; a trademark to be amortized over 5 years; a non-competition agreement to be amortized over 5 years; and customer lists to be amortized over 16 years. In addition, the Company recorded $1,120 of goodwill, all of which will be tax deductible and was assigned to the North Americanreportable operating segment. Liabilities assumed included a hold-back of consideration for potential indemnity obligations, which was settled during 2012 with a payment of approximately $1,000 to the former shareholder.

In July 2011, the Company acquired the remaining 60% ownership interest in Tecniquimia Mexicana, S.A. de C.V., the Company's Mexican equity affiliate, for approximately $10,500. As part of the acquisition, the Company recorded a one-time increase to other income of approximately $2,718 to revalue the previously held ownership interest in Tecniquimia to its fair value. The acquisition of Tecniquimia allowed the Company to further capitalize on the growing Mexican market. The Company allocated the purchase price to $3,556 of intangible assets, comprised of trade names and trademarks, to be amortized over 5 years; and customer lists, to be amortized over 20 years. In addition, the Company recorded $6,773 of goodwill, none of which will be tax deductible, and was assigned to the North Americanreportable operating segment. Liabilities assumed included a hold-back of consideration for potential indemnity obligations, which was paid to the former shareholders during 2012 with a payment of approximately $2,000.

In December 2010, the Company completed the acquisition of Summit Lubricants, Inc., whichmanufactures and distributes specialty greases and lubricants,for approximately $29,116, subject to certain post-closing adjustments. During 2011, the Company paid an additional $717 to finalize thepost-closing adjustments and recorded non-cash adjustments to fixed assets and goodwill to finalize its valuation of the assets acquired and liabilities assumed at the acquisition date. The Company allocated the purchase price to $17,100 of intangible assets, comprised of formulations, to be amortized over 15 years; customer lists, to be amortized over 20 years; a non-competition agreement, to be amortized over 5 years; and a trademark, which was assigned an indefinite life. In addition, the Company recorded $3,423 of goodwill, all of which will be tax deductible, and was assigned to the North Americanreportable operating segment. Liabilities assumed included an earnout to be paid to the former shareholders if certain earnings targets are met by the end of 2013, which is expected to be settled during 2014. During 2013, 2012 and 2011, the Company recorded netincreases to other income of approximately $497, $1,737 and $595, respectively,in its Consolidated Statement of Income related to changes in the Company's estimate of the fair value of the contingent consideration liability.

The following tables show the allocation of the purchase price of the assets and liabilities acquired during 2012

		NP Coil Dexter
2012 Acquisition		Industries, S.r.l.
Current assets		$	5,536
Property, plant & equipment			1,211
Intangibles			3,825
Goodwill			1,786
Other long-term assets			783
	Total assets purchased		13,141
Short-term debt			(1,186)
Other current liabilities			(6,168)
Long-term debt			(854)
Other long-term liabilities			(1,258)
Present value of a hold-back liability			(927)
	Total liabilities assumed		(10,393)
Cash paid for an acquisition		$	2,748

		Quaker		GW Smith
2011 Acquisitions		Tecniquimia		& Sons, Inc.		Total
Current assets		$	8,946	$	6,138	$	15,084
Property, plant and equipment			4,308		2,869		7,177
Intangibles			3,556		6,260		9,816
Goodwill			6,773		1,120		7,893
Other long-term assets			1,355		1		1,356
	Total assets purchased		24,938		16,388		41,326
Current liabilities			(2,224)		(1,001)		(3,225)
Long-term liabilities			(6,869)		0		(6,869)
Present value of a hold-back liability			(1,754)		(869)		(2,623)
	Total liabilities assumed		(10,847)		(1,870)		(12,717)
Additional minimum pension liability			987		0		987
	Total equity assumed		987		0		987
Fair value of previously held equity interest			(4,578)		0		(4,578)
Cash paid for acquisitions		$	10,500	$	14,518	$	25,018

Included in the 2012 acquisition of NP Coil Dexter was approximately $113 of cash acquired, and, also,in the 2011 acquisitions of TecniquimiaMexicana, S.A. de C.V. and G.W. Smith and Sons, Inc.,cash acquired was approximately $236 and $22, respectively.

Certain pro forma and other disclosures have not been provided as of December 31, 2013 for the 2013, 2012and 2011acquisitions because the effects were not material.