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Acquisitions
6 Months Ended
Sep. 28, 2013
Business Combinations [Abstract]  
Mergers Acquisitions And Dispositions Disclosures [Text Block]

Note 2 – Acquisitions

 

       Acquisitions are strategic moves in our plan to fill in and expand our presence in existing and contiguous markets, and leverage fixed operating costs such as distribution and advertising.

Subsequent Events

 

We signed definitive asset purchase agreements to complete the acquisition of 10 retail tire and automotive repair stores located in Delaware, Maryland and Kentucky through two acquisitions. These transactions are expected to close during the third quarter of fiscal 2014. Additionally, on October 20, 2013, we acquired two retail tire and automotive repair stores located in North Carolina. Collectively, these stores produced approximately $17 million in annualized net sales for their previous full fiscal years based on unaudited pre-acquisition historical information. These retail tire and automotive repair stores will operate under the Mr. Tire, Ken Towery's Tire & Auto Care and Tread Quarters names. The acquisitions will be financed through our existing credit facility.

 

Fiscal 2014

 

On August 18, 2013, we acquired 10 retail automotive repair stores located in the Washington D.C. metropolitan area from Curry's Automotive Group. These stores produced approximately $18 million in net sales for their previous full fiscal year based on unaudited pre-acquisition historical information. These retail automotive repair stores operate under the Curry's/Mr. Tire name. This acquisition was financed through our existing credit facility.

 

       The acquisition is not material to the Consolidated Financial Statements. Additionally, the pro forma information for the current or prior reporting periods has not been presented due to the impracticability of obtaining detailed, accurate or reliable data for the periods the acquired entity was not owned by Monro.

 

Fiscal 2013

 

As part of the acquisition process, the purchase accounting was finalized for the following fiscal 2013 acquisitions.

 

On April 1, 2012, we acquired 20 retail tire and automotive repair stores located in Virginia from Kramer Tire Co. (“Kramer”). We finalized the purchase accounting for this acquisition in the fourth quarter of fiscal 2013.

 

       On June 3, 2012, we acquired 18 retail tire and automotive repair stores located in North Carolina from Colony Tire Corporation (“Colony”). We finalized the purchase accounting for this acquisition during the first quarter of fiscal 2014. The resulting adjustments were not material to the Consolidated Financial Statements.

 

       On August 12, 2012, we acquired 17 retail automotive repair and tire stores located in Wisconsin and South Carolina from Tuffy Associates Corp. (“Tuffy”). We finalized the purchase accounting for this acquisition during the second quarter of fiscal 2014. The resulting adjustments were not material to the Consolidated Financial Statements.

 

The acquisitions resulted in goodwill related to, among other things, growth opportunities and unidentifiable intangible assets. All of the goodwill is expected to be deductible for tax purposes. We have recorded finite-lived intangible assets at their estimated fair value related to customer relationships and favorable leases.

In accordance with accounting guidance on business combinations, we expensed all costs related to the acquisitions in the six months ended September 29, 2012. The total costs related to the acquisitions were $.1 million and $.6 million for the three and six months ended September 29, 2012, respectively. These costs are included in the Consolidated Statements of Comprehensive Income primarily under operating, selling, general and administrative expenses.

 

       The purchase price of the acquisitions has been allocated to the net tangible and intangible assets acquired, with the remainder recorded as goodwill on the basis of estimated fair values, as follows:

 

    
 As of September 29, 2012
 (Dollars in thousands)
Inventory $ 5,933
Other current assets   956
Intangible assets   6,769
Other non-current assets   17,001
Total assets acquired   30,659
Current liabilities   1,690
Long-term liabilities   19,695
Total liabilities assumed   21,385
Total net identifiable assets acquired $ 9,274
    
Total consideration transferred $ 57,597
Less: total net identifiable assets acquired   9,274
Goodwill $ 48,323

Intangible assets consist of customer relationships ($3.7 million) and favorable leases ($3.1 million). Customer relationships and favorable leases are being amortized over their estimated useful lives. The weighted average useful lives are approximately six and 13 years, respectively. The weighted average useful life of all intangible assets is nine years.

Sales for the fiscal 2013 acquired entities for the three and six months ended September 29, 2012 totaled $12.4 million and $19.7 million, respectively for the period from acquisition date through September 29, 2012.

 

Supplemental pro forma information for the current or prior reporting periods has not been presented due to the impracticability of obtaining detailed, accurate or reliable data for the periods the acquired entities were not owned by Monro.

 

We continue to refine the valuation data and estimates related to road hazard warranty, intangible assets, real estate and real property leases for all other fiscal 2013 acquisitions and the fiscal 2014 acquisition, and expect to complete the valuations no later than the first anniversary date of the respective acquisition. We anticipate that adjustments will continue to be made to the fair values of identifiable assets acquired and liabilities assumed and those adjustments may or may not be material.