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Acquisitions (Tables)
9 Months Ended
Sep. 29, 2018
Business Combinations [Abstract]  
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed
The following table summarizes the purchase price allocation of the fair value of assets acquired and liabilities assumed in the IXYS acquisition:
 
(in thousands)
Purchase Price
Allocation
Total purchase consideration:
 
Cash, net of cash acquired
$
302,865

Cash settled stock options
3,622

Littelfuse stock
434,192

Converted stock options
38,109

Total purchase consideration
$
778,788

Allocation of consideration to assets acquired and liabilities assumed:
 
Current assets, net
$
155,930

Property, plant, and equipment
77,442

Intangible assets
212,720

Goodwill
379,619

Other non-current assets
31,570

Other non-current liabilities
(78,493
)
 
$
778,788

The following table summarizes the purchase price allocation of the fair value of assets acquired and liabilities assumed in the Monolith acquisition:
 
(in thousands)
Purchase Price
Allocation
Total purchase consideration:
 
Original investment
$
3,500

Cash, net of cash acquired
14,172

Non-cash, fair value of commitment to purchase non-controlling interest
9,000

Total purchase consideration
$
26,672

Allocation of consideration to assets acquired and liabilities assumed:
 
Current assets, net
$
891

Property, plant, and equipment
789

Patented and unpatented technologies
6,720

Non-compete agreement
140

Goodwill
20,641

Current liabilities
(639
)
Other non-current liabilities
(1,870
)
 
$
26,672

The following table summarizes the purchase price allocation of the fair value of assets acquired and liabilities assumed in the U.S. Sensor acquisition:
 
(in thousands)
Purchase Price
Allocation
Total purchase consideration:
 
Cash
$
24,340

Allocation of consideration to assets acquired and liabilities assumed:
 
Current assets, net
$
4,635

Patented and unpatented technologies
1,090

Trademarks and tradenames
200

Non-compete agreement
50

Customer relationships
2,830

Goodwill
16,075

Current liabilities
(540
)
 
$
24,340

Business Acquisition, Pro Forma Information
The pro forma amounts presented are not necessarily indicative of either the actual consolidated results had the IXYS acquisition occurred as of January 1, 2017 or of future consolidated operating results.
 
 
 
Three Months Ended
(in thousands, except per share amounts)
 
September 29, 2018
 
September 30,
2017
Net sales
 
$
439,191

 
$
405,573

Income before income taxes
 
71,737

 
50,883

Net income
 
56,060

 
40,004

Net income per share — basic
 
2.23

 
1.61

Net income per share — diluted
 
$
2.18

 
$
1.59


 
 
Nine Months Ended
(in thousands, except per share amounts)
 
September 29,
2018
 
September 30,
2017
Net sales
 
$
1,332,900

 
$
1,171,283

Income before income taxes
 
228,503

 
102,429

Net income
 
179,264

 
95,047

Net income — basic
 
7.17

 
3.84
Net income — diluted
 
$
7.16

 
$
3.78

Business Acquisition, Pro Forma Information, Nonrecurring Adjustments
Pro forma results presented above primarily reflect the following adjustments:
 
 
 
Three Months Ended
 
Nine Months Ended
(in thousands)
 
September 29,
2018
 
September 30,
2017
 
September 29,
2018
 
September 30,
2017
Amortization(a)
 
$
3,104

 
$
(6,304
)
 
$
8,289

 
$
(18,905
)
Depreciation
 

 
139

 

 
417

Transaction costs(b)
 

 

 
9,976

 
(9,976
)
Amortization of inventory step-up(c)
 

 

 
36,927

 
(36,927
)
Stock compensation(d)
 
421

 
(426
)
 
5,110

 
(6,206
)
Interest expense(e)
 

 
(2,582
)
 

 
(7,746
)
Income tax impact of above items
 
$
(1,011
)
 
$
2,906

 
$
(14,290
)
 
$
25,802


(a)
The amortization adjustment for the nine months ended September 29, 2018 primarily reflects the reduction of amortization expense in the period related to the Order backlog intangible asset. The Order backlog has a useful life of twelve months and will be fully amortized in the fiscal 2017 pro forma results. The amortization adjustment for the three and nine months ended September 30, 2017 reflects incremental amortization resulting for the measurement of intangibles at their fair values.
(b)
The transaction cost adjustments reflect the reversal of certain bank and attorney fees from the nine months ended September 29, 2018 and recognition of those fees during the nine months ended September 30, 2017.
(c)
The amortization of inventory step-up adjustment reflects the reversal of the amount recognized during the nine months ended September 29, 2018 and the recognition of the full amortization during the nine months ended September 30, 2017. The inventory step-up was amortized over five months as the inventory was sold.
(d)
The stock compensation adjustment reflects the reversal of the portion of stock compensation for IXYS stock options that were converted to Littelfuse stock options and expensed immediately during the nine months ended September 29, 2018. The adjustment for the nine months ended September 30, 2017 reflect the incremental stock compensation for the converted stock options.
(e)
The interest expense adjustment reflects incremental interest expense related to the financing of the transaction.