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Etratech Acquisition
12 Months Ended
Dec. 31, 2018
Business Combinations [Abstract]  
Etratech Acquisition

Note 17 — Etratech Acquisition

Etratech designs, develops, manufactures and sells electronic control modules and control systems to customers across a range of industries, including automotive, recreational vehicles and marine, HVAC systems and medical, amongst others.  Each function is part of an integrated, customer-focused process designed to exceed customer expectations for product quality, reliability and cost. Etratech’s global manufacturing footprint will enable us to provide customers with scalable and flexible manufacturing solutions across a variety of application and geographies.

Results of operations for Etratech are included in the Company’s consolidated financial statements beginning November 1, 2017.  Etratech contributed $8,398 in product revenues and a net loss of $510 for the year ended December 31, 2017.  

Purchase Price Allocation

The purchase price of $65,009, net of cash acquired of $670, has been allocated to the values of assets acquired and liabilities assumed as of November 1, 2017.  An appraisal by an independent third party valuation firm was completed to assist management in determining the fair value of acquired assets and assumed liabilities, including identifiable intangible assets. The fair values of acquired assets and assumed liabilities were determined using the cost approach that relied primarily internal sources of data to make assumptions that are not observable in the market (Level 3 inputs).  The purchase price allocation was finalized during the first quarter of 2018. The allocation as of November 1, 2017 was as follows:

 

 

 

 

 

 

Accounts receivable

 

$

12,654

 

Inventory

 

 

7,014

 

Prepaid expenses and other assets

 

 

535

 

Property and equipment

 

 

6,205

 

Customer relationships

 

 

24,774

 

Technology

 

 

8,588

 

Goodwill

 

 

14,881

 

Assumed liabilities

 

 

(9,642

)

 

 

 

 

 

Net assets acquired

 

 

65,009

 

Cash acquired

 

 

670

 

 

 

 

 

 

Purchase price

 

$

65,679

 

 

The gross contractual amount due of accounts receivable is $12,654, all of which was subsequently collected.  

Supplemental Pro Forma Information

The unaudited pro forma combined historical results including the amounts of Etratech revenue and earnings that would have been included in the Company’s consolidated statements of income had the acquisition date been January 1, 2017 or January 1, 2016 are as follows:

 

 

Twelve Months Ended
December 31,

 

 

2017

 

 

2016

 

Product revenues

$

1,032,273

 

 

$

966,355

 

Net income

$

35,911

 

 

$

77,577

 

Basic earnings per share

$

0.98

 

 

$

2.13

 

Diluted earnings per share

$

0.98

 

 

$

2.12

 

The pro forma information includes adjustments for the effect of the amortization of intangible assets recognized in the acquisition.  This pro forma information is not indicative of future operating results.

Note 17 – Etratech Acquisition – (Continued)

Goodwill

We recorded goodwill of approximately $14,881 arising from the acquisition. The acquired goodwill represents intangible assets that do not qualify for separate recognition. It is estimated that approximately $8,787 of the goodwill recognized will not be deductible for income tax purposes.  

Intangible Assets

In conjunction with the acquisition, intangible assets of $33,362 were recorded. The Company’s estimate of the fair value of these assets at the time of the acquisition was determined with the assistance of an independent third-party valuation firm. As part of the estimated valuation, an estimated useful life for the assets was determined.

Intangible assets, net consisted of the following:

 

 

 

December 31, 2017

 

  

Gross Value

  

 

Accumulated
Amortization

 

  

Net Value

  

  

Useful Life

Customer relationships

 

$

24,774

 

 

$

358

 

 

$

24,416

 

 

8 -12 yrs

Technology

 

 

8,588

 

 

 

277

 

 

 

8,311

 

 

5 -6 yrs

Total

 

$

33,362

 

 

$

635

 

 

$

32,727

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Amortization expense of $635 for the period November 1, 2017 through December 31, 2017 was recorded as follows:

 

 

 

Three Months Ended
December 31, 2017

 

Twelve Months Ended
December 31, 2017

 

Product revenues

 

$

358

 

$

358

 

Research and development expenses

 

 

277

 

 

277

 

 

Amortization expense for the prospective five years is as follows:

 

2018

 

$

3,769

 

2019

 

$

3,769

 

2020

 

$

3,769

 

2021

 

$

3,706

 

2022

 

$

3,278

 

Property, Plant & Equipment

Property and equipment consist of the following:

 

Asset category

 

Useful life

 

Amount

 

Leasehold improvements

 

10 yrs

 

$

342

 

Machinery and equipment

 

4-11 yrs

 

 

5,248

 

Furniture and fittings

 

4 yrs

 

 

230

 

Motor Vehicles

 

3 yrs

 

 

25

 

Computer hardware and software

 

1 yrs

 

 

360

 

 

 

 

 

 

 

 

 

 

 

 

$

6,205