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Subsequent Events
3 Months Ended
Jun. 30, 2014
Subsequent Events

Note 11. Subsequent Events

Acquisition of ECP Entwickslungsgesellschaft mbH

On July 1, 2014, the Company’s wholly-owned German subsidiary, Abiomed Europe GmbH (“Abiomed Europe”) and the Company, entered into a share purchase agreement with Syscore GmbH, a limited liability company incorporated in Germany (“Syscore”), providing for the acquisition of all of the issued shares of ECP Entwicklungsgesellschaft GmbH, a limited liability company incorporated in Germany (“ECP”). ECP, based in Berlin, Germany, is engaged in research, development, prototyping and the pre-serial production of a percutaneous expandable catheter pump which increases blood circulation from the heart with an external drive shaft.

The Company acquired ECP for $13.0 million in cash, with additional potential payouts up to a maximum of $15.0 million payable to Syscore based on the achievement of certain technical and commercial milestones. These milestone payments may be made, at the Company’s option, by a combination of cash or its common stock. The Company placed $1.3 million of the initial closing payment in escrow for the purpose of partially securing any amounts payable by Syscore as a result of the indemnification provisions in the agreement.

ECP’s Acquisition of AIS GmbH Aachen Innovative Solutions

On July 1, 2014, in connection with the Company’s acquisition of ECP, ECP acquired all of the issued shares of AIS GmbH Aachen Innovative Solutions (“AIS”), a limited liability company incorporated in Germany. AIS, based in Aachen, Germany, holds certain intellectual property useful to ECP’s business, and, prior to being acquired by ECP, had licensed such intellectual property to ECP. The purchase price for the acquisition of AIS’s shares was $2.8 million in cash and the acquisition closed immediately prior to Abiomed Europe’s acquisition of ECP.

The acquisitions will be accounted for as a business combination which requires that the consideration exchanged and net assets acquired be recorded in the Company’s financial statements at their respective fair values at the date of acquisition. The Company will include the financial results of ECP and AIS in its consolidated financial statements commencing July 1, 2014. Based upon the timing of the acquisitions subsequent to the Company’s first quarter of fiscal 2015, the initial accounting for the business combination is incomplete at the time of filing this report. The Company is currently in the process of determining the purchase accounting impact of the acquisitions. As a result, the Company is unable to provide amounts recognized as of the acquisition date for major classes of assets and liabilities acquired and certain required disclosures. If material, the Company will include this in future financial statements.

To date through June 30, 2014, the Company has incurred $0.7 million in transaction costs related to these acquisitions, which have been recorded in general and administrative expenses.