Business Combinations

12 Months Ended

Dec. 31, 2013

Business Combinations [Abstract]

Business Combinations

Note 24 Business Combinations

Hart Systems. On December 18, 2013, Zebra acquired all of the outstanding membership interests in Hart Systems, LLC (a New York limited liability company) for $95,669,326 in cash, subject to a working capital adjustment. As part of the acquisition closing, an escrow balance of approximately $9,402,500 was established against the total purchase price.

Hart Systems, a leading provider of self-directed physical inventory management solutions to the retail industry, has distinguished itself in the market by offering retailers high ROI, self-managed inventory solutions. This acquisition enables us to expand our presence in the retail market segment by offering additional inventory management services as part of Zebra’s dedicated Retail Solutions. It adds software as a service (SaaS) to Zebra’s product and service portfolio. The allocations of the purchase price for this acquisition have been prepared on a preliminary basis and changes to these allocations may occur as additional information becomes available. Acquired goodwill represents the premium paid over the fair value of the net tangible and intangible assets acquired. Zebra paid this premium for a number of reasons, including acquiring an experienced workforce and enhancing technology capabilities. Pro forma results have not been presented because the effect of the acquisition is not material to the company’s financial results.

The following table (in thousands) summarizes the estimated fair values of the assets acquired and the liabilities assumed at the date of acquisition:

	As of
	December 31, 2013
Current assets	$	2,600
Property and equipment		11,134
Goodwill		60,858
Other intangibles		37,200
Total assets acquired	$	111,792
Current liabilities		2,285
Long term liabilities		13,838
Net assets acquired	$	95,669

On a preliminary basis pending the receipt of final valuations, the purchase price was allocated to identifiable tangible and intangible assets acquired and liabilities assumed based on their estimated fair values resulting in goodwill of $60,858,000. The intangible assets of $37,200,000 consist of the following (in thousands):

	Amount		Useful life
Customer relationships	$	32,100	15 years
Developed technology/know-how		4,800	5 years
Trade name		300	1 year
Acquired other intangibles	$	37,200

The goodwill is not deductible for tax purposes.

LaserBand LLC. On July 13, 2012, Zebra acquired all of the outstanding membership interests in LaserBand LLC (a Missouri limited liability company) for a cash purchase price of $59,874,000, included in this amount was cash acquired of $1,431,000.

LaserBand LLC is based in St. Louis, Missouri, and is a leader in patient identification wristbands and related products. LaserBand strengthens Zebra’s product and patent portfolio and enables Zebra to offer a wider array of products to hospitals, other healthcare organizations and other wristband customers. The consolidated financial statements include the operating results of LaserBand from the date of acquisition. Pro forma results have not been presented because the effect of the acquisition is not material to the company’s financial results.

The following table (in thousands) summarizes the estimated fair values of the assets acquired and the liabilities assumed at the date of acquisition:

	As of
	July 13, 2012
Current assets	$	7,017
Property and equipment		46
Other assets		17
Goodwill		24,353
Other intangibles		29,560
Total assets acquired	$	60,993
Current liabilities		1,119
Net assets acquired	$	59,874

The purchase price was allocated to identifiable tangible and intangible assets acquired and liabilities assumed based on their estimated fair values resulting in goodwill of $24,353,000. The intangible assets of $29,560,000 consist of the following (in thousands):

	Amount		Useful life
Current technology	$	6,260		5 years
Patents and patent rights		4,580		7 years
Customer relationships		18,720		5 to 9 years
Acquired other intangibles	$	29,560

The goodwill is deductible for tax purposes.

StepOne Systems. On December 21, 2012, Zebra acquired StepOne Systems for a cash purchase price of $1,543,000, included in this amount was cash acquired of $110,000. StepOne is a specialty software company focused on solving business retailer’s challenges through mobile technology. StepOne is located in Pittsburgh, Pennsylvania.

StepOne has been able to increase sales via customer facing technologies, reduced out-of-stock, labor cost reduction, increased inventory/shipping accuracy and reduction in manual errors. Retail is an important part of our strategy to further penetrate existing markets. Retail organizations worldwide are increasingly embracing technology to improve the customer experience, build brand loyalty and enhance operational efficiency in the front and back of the store. This investment gives Zebra’s a more comprehensive solution in mobile POS and makes Zebra more competitive in this market space.