(2) ACQUISITIONS AND DECONSOLIDATION

Acquisitions of Businesses

On March 3, 2014, the Company purchased 90% of the outstanding shares of DS SM A/S, which was renamed Valmont SM. Valmont SM is a manufacturer of heavy complex steel structures for a diverse range of industries including wind energy, offshore oil and gas, and electricity transmission. Valmont SM's operations are reported in the Engineered Infrastructure Products segment. Valmont SM's annual sales are approximately $190,000 and it operates two manufacturing locations in Denmark. The purchase price paid for the business at closing (net of $56 cash acquired) was $120,483, including the payoff of an intercompany note payable by Valmont SM to its prior affiliates. The purchase is subject to an earn-out clause that is contingent on meeting future operational metrics for which no liability has been established based on current expectations. The acquisition, which was funded by cash held by the Company, was completed to participate in markets for wind energy, oil and gas exploration, power transmission and other related infrastructure projects and to increase the Company's geographic footprint in Europe. The Company also funded a portion of the acquisition with an intercompany note payable. The excess purchase price over the fair value of assets resulted in goodwill, which is not deductible for tax purposes.

The Company finalized the fair value measurement process and purchase price allocation in the fourth quarter of 2014. The following table summarizes the fair values of the assets acquired and liabilities assumed as of the date of acquisition.

	At March 3, 2014
Current assets	$	73,421
Property, plant and equipment		85,638
Intangible assets		30,340
Goodwill		16,803

Total fair value of assets acquired	$	206,202

Current liabilities		47,754
Deferred income taxes		19,715
Intercompany note payable		37,448
Long-term debt		8,941

Total fair value of liabilities assumed		113,858
Non-controlling interests		9,309

Net assets acquired	$	83,035

The Company's Condensed Consolidated Statements of Earnings for the 52 weeks ended December 27, 2014 included net sales of $146,432 and net earnings of $9,139, resulting from Valmont SM's operations from March 3, 2014 to December 27, 2014.

Based on the fair value assessments, the Company allocated $30,340 of the purchase price to acquired intangible assets. The following table summarizes the major classes of Valmont SM's acquired intangible assets and the respective weighted average amortization periods:

	Amount		Weighted Average Amortization Period (Years)
Trade Names	$	11,470	Indefinite
Backlog		3,145	1.5
Customer Relationships		15,725	12.0

Total Intangible Assets	$	30,340

On October 6, 2014, the Company acquired Shakespeare Composite Structures (Shakespeare) for $48,272 in cash, plus assumed liabilities. Shakespeare is a manufacturer of fiberglass reinforced composite structures and products with two manufacturing facilities in South Carolina. Shakespeare's annual sales are approximately $55,000 and its operations will be included in the Engineered Infrastructure Products segment. The acquisition of Shakespeare was completed to expand our product offering of composite structure solutions.

The preliminary fair value measurement disclosed below is subject to management reviews and completion of the fair value measurements of the assets acquired and liabilities assumed. The Company expects the fair value measurement process and purchase price allocation to be completed in the first half of 2015.

The following table summarizes the preliminary fair values of the assets acquired and liabilities assumed as of the date of the Shakespeare acquisition (goodwill is not deductible for tax purposes):

	At October 6, 2014
Current assets	$	12,532
Property, plant and equipment		10,694
Intangible assets		13,500
Goodwill		15,416

Total fair value of assets acquired	$	52,142

Current liabilities		3,870

Net assets acquired	$	48,272

The Company's Consolidated Statements of Earnings for the 52 weeks ended December 27, 2014 includes net sales and earnings of $12,321 and $958, respectively, resulting from Shakespeare's operations from October 6, 2014 to December 27, 2014.

Based on the preliminary fair value assessments, the Company allocated $13,500 of the purchase price to acquired intangible assets. The following table summarizes the major classes of Shakespeare acquired intangible assets and the respective weighted-average amortization periods:

	Amount		Weighted Average Amortization Period (Years)
Trade Names	$	4,000	Indefinite
Customer Relationships		9,500	15.0

Total Intangible Assets	$	13,500

On August 25, 2014, the Company acquired 51% of AgSense, LLC (AgSense) for $17,000 in cash. AgSense operates in South Dakota and is the creator of global WagNet network which provides growers with a more complete view of their entire farming operation by tying irrigation decision making to field, crop and weather conditions. In the measurement of fair values of assets acquired and liabilities assumed, goodwill of $17,193 and $16,083 of customer relationships, trade name and other intangible assets were recorded. Customer relationships will be amortized over ten years and patents will be amortized over seven years. The acquisition was completed to further extend the Company's offerings in remote monitoring and control technology for agriculture. A portion of the goodwill is deductible for tax purposes. AgSense is included in the Irrigation segment and the purchase price allocation was finalized in the fourth quarter of 2014.

On February 5, 2013, the Company purchased 100% of the outstanding shares of Locker Group Holdings Pty. Ltd. ("Locker"). Locker is a manufacturer of perforated and expanded metal for the non-residential market, industrial flooring and handrails for the access systems market, and screening media for applications in the industrial and mining sectors in Australia and Asia. Locker's operations are reported in the Engineered Infrastructure Products segment. The acquisition, which was funded by cash held by the Company, was completed to expand our product offering and sales coverage for access systems and related products in Asia Pacific.

The purchase price paid for the business at closing (net of $116 cash acquired) was $53,152. In addition, a maximum of $7,911 additional purchase price could be paid to the sellers upon the achievement of certain gross profit and inventory targets over the two years following date of acquisition and the Company recognized an estimated liability of $7,178 at February 5, 2013. During 2014 and 2013, the Company made payments of approximately $2,300 to the sellers with respect to achievement of these targets. The Company determined that the additional purchase price tied to a gross profit target for the twelve months ending February 2015 would not be achieved and therefore the additional purchase price with respect to that target will not be paid. As such, approximately $4,300 of this liability was reversed and recognized against cost of goods sold during the third quarter of 2014.

In December 2013, the Company purchased 100% of the outstanding shares of Armorflex International Ltd. ("Armorflex") for $10,000. Armorflex is a company holding proprietary intellectual property for products serving the highway safety market. In the measurement of fair values of assets acquired and liabilities assumed, we recorded goodwill of $6,823 and an aggregate of $3,792 for customer relationships, patented technology and other intangible assets. The goodwill is not deductible for tax purposes. Armorflex is included in the Engineered Infrastructure Products segment and was acquired to expand the Company's highway safety product offering in the Asia Pacific region. This acquisition did not have a significant effect on the Company's fiscal 2013 financial results.

On December 19, 2012, the Company acquired Pure Metal Galvanizing for $45,687 in cash, net of cash acquired, plus assumed liabilities. In addition, the purchase price includes contingent consideration with a fair value of $3,884 to be paid at the end of five years if certain earnings objectives are met over the period. Pure Metal Galvanizing operates three custom galvanizing operations in Ontario, Canada. In the purchase price allocation, goodwill of $12,676 and $14,066 of customer relationships, trade name and other intangible assets was recorded. A portion of the goodwill is deductible for tax purposes. This business is included in the Coatings segment and was acquired to expand the Company's geographic presence into the Canadian galvanizing market.

The Company's Consolidated Statement of Earnings for the fiscal year ended December 27, 2014 included net sales of $243,139 and net earnings of $17,872 resulting from the Valmont SM, AgSense, Locker, Armorflex and Shakespeare acquisitions. The pro forma effect of these acquisitions on the 2014 and 2013 Statement of Earnings was as follows:

	Fifty-two weeks Ended December 27, 2014		Fifty-two weeks Ended December 28, 2013
Net sales	$	3,201,947	$	3,556,988
Net earnings		189,391		293,340
Earnings per share—diluted	$	7.30	$	10.91

Acquisitions of Noncontrolling Interests

In October 2013, the Company acquired the remaining 40% of Valley Irrigation South Africa Pty. Ltd. that it did not own for $9,324. As this transaction was an acquisition of the remaining shares of a consolidated subsidiary with no change in control, it was recorded within shareholders' equity and as a financing cash flow in the Consolidated Statement of Cash Flows.

Deconsolidation

In December 2013, the Company's ownership in Delta EMD, Ltd. ("EMD"), a consolidated subsidiary located in South Africa, was reduced below 50% through a supplementary contribution of 1,500,000 shares to the Delta Pension Plan ("DPP"). The DPP is managed by independent trustees whose fiduciary responsibility is to make decisions for the DPP based on the best interests of the participants. The loss recognized on the deconsolidation of EMD was $12,011, or $0.45 per share, which consisted of $8,559 realized losses on foreign currency translation adjustments previously reported in shareholders' equity and $3,452 in losses due to remeasurement of the remaining investment to fair value based on the market value of EMD shares, which are publicly traded on the Johannesburg stock exchange (JSE:DTA). The Company made a fair value election with respect to its remaining ownership interest in EMD and will report its investment at fair value going forward, using the quoted market price of the EMD shares as fair value.

The net sales of EMD included in the Company's Consolidated Statements of Earnings in 2013 and 2012 were $38,621 and $44,290, respectively. The net earnings of EMD attributable to the Company for the same years were a loss of $3,535 in 2013 and earnings of $1,043 in 2012.