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Acquisition
6 Months Ended
Jun. 30, 2021
Business Combinations [Abstract]  
Acquisition

Note 5.

Acquisition

 

On June 25, 2020, we entered into an Asset Purchase Agreement (the “CR Brands Purchase Agreement”) with CR Brands, Inc., a Delaware corporation (“CR Brands”), and Sweep Acquisition Company, a Delaware corporation (“Sweep” and together with CR Brands, “Sellers”), pursuant to which we agreed to purchase from Sellers substantially all of the assets, properties, rights and interests of Sellers primarily used in the business of designing, formulating, marketing and selling laundry care products to retail and wholesale customers under the BIZ® and Dryel® brand names. The transactions contemplated by the CR Brands Purchase Agreement were consummated on July 1, 2020 (the “CR Brands Acquisition”).  The Company concluded that the CR Brands Acquisition qualified as a business combination under ASC 805. The total cash consideration paid for the CR Brands Acquisition was $10,529. The CR Brands Acquisition included contingent consideration we valued at $35.

 

Financial information associated with the CR Brands Acquisition is part of our household segment.

 

 

(a)

Purchase Price Allocation

 

The following summarizes the aggregate fair values of the assets acquired as part of the CR Brands Acquisition:

 

Inventories

$

1,279

 

Intangible assets

 

7,235

 

Goodwill

 

2,050

 

Total assets acquired

$

10,564

 

 

Intangible assets for the CR Brands Acquisition consist of the following:

 

 

Intangible Assets

 

 

Useful Life

 

Customer relationships

$

4,500

 

 

 

9 years

 

Trade names

 

1,780

 

 

 

20 years

 

Formulas and batching processes

 

930

 

 

 

8 years

 

Non-compete

 

25

 

 

 

5 years

 

 

$

7,235

 

 

 

 

 

 

In addition to the assets described above, the Company recorded a $35 liability associated with contingent consideration for the CR Brands Acquisition, which is presented in other liabilities on the consolidated balance sheets. 

(b)

Pro Forma Results of Operations (Unaudited)

 

The following tables summarize selected unaudited pro forma condensed consolidated statements of operations data for the three and six months ended June 30, 2020, as if the CR Brands Acquisition had been completed on January 1, 2020.

 

 

Three Months Ended June 30, 2020

 

 

Six Months Ended June 30, 2020

 

Net sales

$

8,752

 

 

$

19,274

 

Net income

 

110

 

 

 

574

 

 

This selected unaudited pro forma condensed consolidated financial data is included only for the purpose of illustration and does not necessarily indicate what the operating results would have been if the CR Brands Acquisition had been completed on that date. Moreover, this information does not indicate what our future operating results will be. The information for 2020 prior to the CR Brands Acquisition is based on prior accounting records maintained by CR Brands. In some cases, CR Brands’ accounting policies may differ materially from accounting policies adopted by the Company following the CR Brands Acquisition.

 

The pro forma amounts above reflect the application of accounting policies and adjustment of the results of the CR Brands Acquisition to reflect: (1) the additional amortization that would have been charged to the acquired intangible assets; (2) additional interest expense relating to the borrowings on our Chase line of credit and UMB term loan and revolving credit facility, respectively; and (3) the tax impacts.