On November 1, 2019, the Company acquired Smart Ag, Inc. (Smart Ag). Smart Agis a technology company located in Ames, Iowa, that develops autonomous farming solutions for agriculture. Smart Agoffers aftermarket retrofit kits to automate farm equipment as well as a platform to connect, manage, and safely operate autonomous agricultural machinery.

On November 13, 2019, the Company acquired a majority ownership in DOT. Simultaneously with acquiring this majority ownership, the Company contributed cash to DOT in exchange for additional equity, making the majority ownership percentage in DOT 60% when the transaction closed. DOT is located in Regina, Saskatchewan, Canada, and designs autonomous agriculture solutions and manufactures a unique U-shaped agriculture platform to semi-autonomously handle a large variety of agriculture implements. The acquisition provided noncontrolling interest shareholders various put options that, if exercised, obligated the Company to purchase their outstanding DOT shares. Due to the redemption features, the noncontrolling interest was classified as a redeemable noncontrolling interest in the Company’s Consolidated Balance Sheets as of January 31, 2020.

Both acquisitions aligned under the Company's Applied Technology Division and complement the division's suite of precision ag products and solutions. The aggregate purchase price was approximately $54,000 in the fourth quarter of fiscal year 2020, excluding the noncontrolling interest.

During the first quarter of fiscal 2021, the minority interest shareholders exercised their put options, requiring the Company to redeem the remaining noncontrolling interest in DOT. The redeemable amount of $17,172 is payable within ninety days and is classified as "Redeemable noncontrolling interest payable" in current liabilities on the Consolidated Balance Sheet at April 30, 2020. The remaining redeemable amount, as well as the liability for the noncontrolling interest redeemed in the prior fiscal year, totaling approximately $4,985, is payable in November 2021 and classified as "Other Liabilities" in the Consolidated Balance Sheet at April 30, 2020.

The Company completed the valuation of intangible assets during the first quarter of fiscal 2021 and is still in the process of completing pre-acquisition tax filings, which may impact taxes and goodwill in the measurement period. The following adjustments were made to the purchase price allocation during the three months ended April 30, 2020:


	Previously Reported		Measurement Period Adjustments		Adjusted Balance
Goodwill	$	56,022	$	55	$	56,077
Intangibles, net	31,800		(600)		31,200
Deferred income taxes	(4,158)		309		(3,849)
Accounts payable and other current liabilities	(1,462)		236		(1,226)
			$	—

Identifiable intangible assets acquired were primarily indefinite-lived intangible assets for in-process R&D. Amortization of these indefinite-lived intangible assets will start when the current in-process R&D project is complete and the product is commercialized, which is expected to occur in fiscal 2021. Amortization of the indefinite-lived intangibles will be on a straight-line basis over the remaining estimated useful lives of these assets. The Company expects the useful lives will range from seven to ten years.

The following pro forma consolidated condensed financial results of operations are presented as if the acquisitions described above had been included in the Company's consolidated financial statements for the prior year comparative period (unaudited):


(Unaudited)
	Three Months Ended
	April 30, 2019
Net sales	$	98,278
Net income attributable to Raven Industries, Inc.	$	11,360

Earnings per common share
Basic	$	0.31
Diluted	$	0.31

The Company has contingent liabilities related to the acquisitions of AgSync, Inc. (AgSync) in fiscal 2019; Colorado Lining International, Inc. (CLI) in fiscal 2018; and Raven Europe B.V. (Raven Europe), formerly named SBG Innovatie BV and its affiliate, Navtronics BVBA (collectively, SBG), in fiscal 2015. The fair value of such contingent consideration is estimated as of the acquisition date, and subsequently at the end of each reporting period, using forecasted cash flows. Projecting future cash flows requires the Company to make significant estimates and assumptions regarding future events, conditions, or revenues

being achieved under the particular contingent agreement as well as the appropriate discount rate. Such valuation techniques include one or more significant inputs that are not observable (Level 3 fair value measures).


	Three Months Ended
	April 30, 2020		April 30, 2019
Beginning balance	$	2,934	$	4,172
Fair value of contingent consideration acquired	—		310
Change in fair value of the liability	(55)		94
Contingent consideration earn-out paid	(101)		(620)
Ending balance	$	2,778	$	3,956

Classification of liability in the consolidated balance sheet
Accrued liabilities	$	580	$	1,306
Other liabilities, long-term	2,198		2,650
Balance at April 30	$	2,778	$	3,956

For the acquisition of AgSync, the Company entered into a contingent earn-out agreement, not to exceed $3,500. The earn-out is to be paid annually over three years after the purchase date, contingent upon achieving certain revenue milestones. The Company has made no payments on this potential earn-out liability as of April 30, 2020.

In the acquisition of CLI, the Company entered into a contingent earn-out agreement, not to exceed $2,000. The earn-out is paid annually for three years after the purchase date, contingent upon achieving certain revenue milestones and operational synergies. To date, the Company has paid a total of $1,333 of this potential earn-out liability.