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Business Combinations
3 Months Ended
Mar. 31, 2021
Business Combination Separately Recognized Transaction [Abstract]  
Business Combination Disclosure [Text Block]
Note 2 – Business Acquisitions
2021 Acquisitions
In February 2021, the Company acquired a tin-plating
 
solutions business for the steel end market for approximately $
25
 
million.
 
The Company allocated $
19.6
 
million of the purchase price to intangible assets, comprised
 
of $
18.3
 
million of customer relationships,
to be amortized over
19
 
years; $
0.9
 
million of existing product technology to be amortized over
14
 
years; and $
0.4
 
million of a
licensed trademark to be amortized over
3
 
years.
 
In addition, the Company recorded $
5.0
 
million of goodwill related to expected
value not allocated to other acquired assets, all of which
 
is expected to be tax deductible.
 
As of March 31, 2021, the allocation of the
purchase price has not been finalized and the
one-year
 
measurement period has not ended.
 
Further adjustments may be necessary as a
result of the Company’s
 
on-going assessment of additional information related to the fair value
 
of assets acquired and liabilities
assumed.
Additionally, in
 
February 2021, the Company acquired a
38
% ownership interest in Grindaix-GmbH (“Grindaix”),
 
a privately
held, German-based, high-tech provider of coolant control
 
and delivery systems for approximately
1.4
 
million EUR or approximately
$
1.7
 
million.
 
Grindaix's solutions apply to a wide range of machining processes,
 
including grinding applications in the metalworking
sector.
 
The Company recorded the investment in Grindaix as an equity
 
method investment within the Condensed Consolidated
Financial Statements.
The results of operations of the acquired businesses subsequent
 
to the respective acquisition dates are included in
 
the Condensed
Consolidated Statements of Operations as of March
 
31, 2021.
 
Transaction expenses associated with these
 
acquisitions are included in
Combination, integration and other acquisition-related
 
expenses in the Company’s Condensed
 
Consolidated Statements of Operations.
 
Certain pro forma and other information is not presented,
 
as the operations of the acquired businesses are not considered material to
the overall operations of the Company for the periods presented.
Previous Acquisitions
In December 2020,
 
the Company completed its acquisition of Coral Chemical Company
 
(“Coral”), a privately held, U.S.-based
provider of metal finishing fluid solutions.
 
The acquisition provides technical expertise and product solutions
 
for pre-treatment,
metalworking and wastewater treatment applications
 
to the beverage cans and general industrial end markets.
 
The original purchase
price was approximately $
54.1
 
million, subject to routine and customary post-closing adjustments related
 
to working capital and net
indebtedness levels.
 
The Company anticipates finalizing its post-closing adjustments
 
for the Coral acquisition in the second quarter of
2021 and currently estimates it will receive approximately
 
$
0.4
 
million to settle such adjustments.
The following table presents the preliminary estimated fair
 
values of Coral net assets acquired:
Measurement
December 22,
December 22,
Period
2020
2020 (1)
Adjustments
(as adjusted)
Cash and cash equivalents
$
958
$
$
958
Accounts receivable
8,473
8,473
Inventories
4,527
4,527
Prepaid expenses and other assets
181
181
Property, plant and
 
equipment
10,467
652
11,119
Intangible assets
30,300
(500)
29,800
Goodwill
2,814
53
2,867
Total assets purchased
57,720
205
57,925
Long-term debt including current portions and finance leases
183
556
739
Accounts payable, accrued expenses and other accrued
 
liabilities
3,482
3,482
Total liabilities assumed
3,665
556
4,221
Total consideration
 
paid for Coral
54,055
(351)
53,704
Less: estimated purchase price settlement
(351)
(351)
Less: cash acquired
958
958
Net cash paid for Coral
$
53,097
$
$
53,097
(1) As previously disclosed in the Company’s
 
2020 Form 10-K.
Measurement period adjustments recorded during the first
 
quarter of 2021 include certain adjustments related to refining
 
original
estimates for assets and liabilities for certain acquired
 
finance leases, as well the adjustment to reflect the expected
 
settlement of post-
closing working capital and net indebtedness true ups to
 
the original purchase price.
 
As of March 31, 2021,
 
the allocation of the
purchase price for Coral has not been finalized and the
one-year
 
measurement period has not ended.
 
Further adjustments may be
necessary as a result of the Company’s
 
on-going assessment of additional information related to the
 
fair value of assets acquired and
liabilities assumed.
In May 2020, the Company acquired Tel
 
Nordic ApS (“TEL”), a company that specializes in lubricants and engineering
 
primarily
in high pressure aluminum die casting for its Europe,
 
Middle East and Africa (“EMEA”) reportable segment.
 
Consideration
 
paid was
in the form of a convertible promissory note in the amount
 
of
20.0
 
million DKK, or approximately $
2.9
 
million, which was
subsequently converted into shares of the Company’s
 
common stock.
 
An adjustment to the purchase price of approximately
0.4
million DKK, or less than $
0.1
 
million, was made as a result of finalizing a post-closing
 
settlement in the second quarter of 2020.
 
The
Company allocated approximately $
2.4
 
million of the purchase price to intangible assets to be amortized
 
over
17
 
years.
 
In addition,
the Company recorded approximately $
0.5
 
million of goodwill, related to expected value not allocated to
 
other acquired assets, none
of which will be tax deductible.
 
As of March 31, 2021, the allocation of the purchase price
 
of TEL has not been finalized and the
one-
 
measurement period has not ended.
 
Further adjustments may be necessary as a result of the Company’s
 
on-going assessment of
additional information related to the fair value of assets acquired
 
and liabilities assumed.
In March 2020, the Company acquired the remaining
49
% ownership interest in one of its South African affiliates,
 
Quaker
Chemical South Africa Limited (“QSA”) for
16.7
 
million ZAR, or approximately $
1.0
 
million, from its joint venture partner PQ
Holdings South Africa.
 
QSA is a part of the Company’s
 
Europe, Middle East and Africa (“EMEA”) reportable segment.
 
As this
acquisition was a change in an existing controlling ownership,
 
the Company recorded $
0.7
 
million of excess purchase price over the
carrying value of the non-controlling interest in Capital
 
in excess of par value.
 
In October 2019, the Company completed its acquisition
 
of the operating divisions of Norman Hay plc (“Norman
 
Hay”), a private
U.K. company that provides specialty chemicals, operating
 
equipment, and services to industrial end markets.
 
The acquisition adds
new technologies in automotive, original equipment
 
manufacturer, and aerospace, as well as engineering
 
expertise which is expected
to strengthen the Company’s
 
existing equipment solutions platform.
 
The original purchase price was
80.0
 
million GBP,
 
on a cash-free
and debt-free basis, subject to routine and customary
 
post-closing adjustments related to working capital and
 
net indebtedness levels.
 
The Company finalized its post-closing adjustments for the
 
Norman Hay acquisition and paid approximately
2.5
 
million GBP during
the first quarter of 2020 to settle such adjustments.