Note 2: Acquisitions

On May 4, 2017, Snap-on acquired Norbar Torque Tools Holding Limited, along with its U.S. and Chinese joint ventures (“Norbar”), for a preliminary cash purchase price of $72.4 million (or $70.7 million, net of cash acquired). Norbar, based in Banbury, U.K., designs and manufactures a full range of torque products, including wrenches, multipliers and calibrators for use in critical industries. For segment reporting purposes, the results of operations and assets of Norbar have been included in the Commercial & Industrial Group since the acquisition date.

The company anticipates completing the purchase accounting valuations for the acquired net assets of Norbar, including intangible assets, in the third quarter of 2017. The presentation of Norbar in the accompanying Condensed Consolidated Financial Statements has been prepared on a preliminary basis and changes to the allocations may occur as fair value estimates of the acquired net assets are determined. As of July 1, 2017, $24.5 million was recorded, on a preliminary basis, in “Goodwill” on the accompanying Condensed Consolidated Balance Sheets, reflecting the excess of the Norbar purchase price over the net assets acquired. The company does not expect that any of the goodwill will be deductible for tax purposes.

On January 30, 2017, Snap-on acquired BTC Global Limited (“BTC”) for a cash purchase price of $9.2 million. BTC, based in Crewe, U.K., designs and implements automotive vehicle inspection and management software for original equipment manufacturer (“OEM”) franchise repair shops.

In the second quarter of 2017, the company completed the purchase accounting valuations for the acquired net assets of BTC, including identification of $2.0 million of non-amortized trademarks. The $5.9 million excess of the BTC purchase price over the fair value of the net assets acquired was recorded in “Goodwill” on the accompanying Condensed Consolidated Balance Sheets. For segment reporting purposes, the results of operations and assets of BTC have been included in the Repair Systems and Information Group since the acquisition date.

On November 16, 2016, Snap-on acquired Ryeson Corporation (d/b/a Sturtevant Richmont) for a purchase price of $13.0 million (or $12.6 million, net of cash acquired), which reflects a $0.1 million working capital adjustment finalized in the first quarter of 2017. Sturtevant Richmont designs, manufactures and distributes mechanical and electronic torque wrenches as well as wireless torque error proofing systems for a variety of industrial applications. In the first quarter of 2017, the company completed the purchase accounting valuations for the acquired net assets, including the identification of $3.7 million of non-amortized trademarks. The $5.0 million excess of the Sturtevant Richmont purchase price over the fair value of the net assets acquired was recorded in “Goodwill” on the accompanying Condensed Consolidated Balance Sheets. For segment reporting purposes, the results of operations and assets of Sturtevant Richmont have been included in the Commercial & Industrial Group since the acquisition date.

On October 31, 2016, Snap-on acquired Car-O-Liner Holding AB (“Car-O-Liner”) for a purchase price of $152.0 million (or $148.1 million, net of cash acquired), which reflects a $0.2 million working capital adjustment finalized in the first quarter of 2017. Car-O-Liner designs and manufactures collision repair equipment, and information and truck alignment systems. For segment reporting purposes, substantially all of Car-O-Liner’s results of operations and assets have been included in the Repair Systems & Information Group since the acquisition date, with the remaining portions included in the Commercial & Industrial Group.

The company anticipates completing the purchase accounting valuations for the acquired net assets of Car-O-Liner, including intangible assets, in the third quarter of 2017. The presentation of Car-O-Liner in the accompanying Condensed Consolidated Financial Statements has been prepared on a preliminary basis and changes to the allocations will occur as fair value estimates of the acquired net assets are determined. The company anticipates completing the purchase accounting valuations for Car-O-Liner in the third quarter of 2017. As of July 1, 2017, $66.1 million was recorded, on a preliminary basis, in “Goodwill” on the accompanying Condensed Consolidated Balance Sheets, reflecting the excess of the Car-O-Liner purchase price over the net assets acquired.

The following is a summary of the provisional values of the assets acquired and liabilities assumed of Car-O-Liner, including adjustments recorded as of the six months ended July 1, 2017, as a result of new information obtained about facts and circumstances that existed as of the October 31, 2016 acquisition date:


(Amounts in millions)	Provisional Amounts as of October 31, 2016 (As Adjusted)
Assets acquired:
Cash	$	3.9
Trade and other accounts receivable		17.0
Inventories		18.3
Property and equipment		17.3
Goodwill		66.1
Other intangibles:
Customer relationships		27.2
Non-amortized trademarks		27.7
Other assets		6.0

Total assets acquired		183.5

Liabilities assumed:
Accounts payable		9.8
Deferred income tax liabilities		6.8
Accrued expenses		10.6
Pension liabilities		4.3

Total liabilities assumed		31.5

Net assets acquired	$	152.0

In the three months ended July 1, 2017, Snap-on recognized a pretax benefit of $0.1 million in “Operating expenses” and in the six months ended July 1, 2017, Snap-on recognized expenses of $0.5 million (of which $0.2 million was in “Cost of goods sold” and $0.3 million was in “Operating expenses”), in the accompanying Condensed Consolidated Statements of Earnings related to Car-O-Liner that would have been recognized in 2016 if the provisional adjustments identified in the current reporting period had been recognized as of the October 31, 2016 acquisition date.

Pro forma financial information has not been presented for any of these acquisitions as the net effects, individually and collectively, were neither significant nor material to Snap-on’s results of operations or financial position.