On September 23, 2019, the Company acquired American Panel Corporation. Based in Alpharetta, Georgia, APC is a leading innovator in large area display technology for the aerospace and defense market. APC's capabilities are deployed on a wide range of next-generation platforms. The Company acquired APC for an all cash purchase price of $100,000, prior to net working capital and net debt adjustments. The Company funded the acquisition with cash on hand.


Consideration transferred
Cash paid at closing	$	100,826
Working capital and net debt adjustment	(5,952)
Liabilities assumed	2,454
Less cash acquired	(826)
Net purchase price	$	96,502

Estimated fair value of tangible assets acquired and liabilities assumed
Cash	$	826
Accounts receivable	3,726
Inventory	11,271
Fixed assets	690
Other current and non-current assets	3,494
Accounts payable	(1,554)
Accrued expenses	(1,252)
Other current and non-current liabilities	(5,749)
Estimated fair value of net tangible assets acquired	11,452
Estimated fair value of identifiable intangible assets	33,200
Estimated goodwill	52,676
Estimated fair value of net assets acquired	97,328
Less cash acquired	(826)
Net purchase price	$	96,502

The amounts above represent the preliminary fair value estimates as of July 3, 2020 and are subject to subsequent adjustment as the Company obtains additional information during the measurement period and finalizes its fair value estimates. The preliminary identifiable intangible asset estimate includes customer relationships of $20,600 with a useful life of 11 years, completed technology of $10,400 with a useful life of 11 years and backlog of $2,200 with a useful life of two years. Any subsequent adjustments to these fair value estimates occurring during the measurement period will result in an adjustment to goodwill.

The goodwill of $52,676 largely reflects the potential synergies and expansion of the Company's offerings across product lines and markets complementary to the Company's existing products and markets. The goodwill from this acquisition is reported under the Sensor and Mission Processing (“SMP”) reporting unit. Since APC was a qualified subchapter S subsidiary, the acquisition is treated as an asset purchase for tax purposes. The Company has estimated the tax value of the intangible assets from this transaction and is amortizing the amount over 15 years for tax purposes. As of July 3, 2020, the Company had $51,553 of goodwill deductible for tax purposes. The Company has not furnished pro forma information relating to APC because such information is not material to the Company's financial results.

The revenues and income before income taxes from APC included in the Company's consolidated results for fiscal year ended July 3, 2020 were $27,383 and $3,309, respectively. The APC results include expenses resulting from purchase accounting, which include amortization of intangible assets and inventory step-up.

On April 18, 2019, the Company acquired The Athena Group, Inc., a privately-held company based in Gainesville, Florida and a leading provider of cryptographic and countermeasure IP vital to securing defense computing systems. The Company acquired Athena for an all cash purchase price of $34,000, prior to net working capital and net debt adjustments, which was funded through the revolving credit facility (“the Revolver”).


	Amounts
Consideration transferred
Cash paid at closing	$	34,049
Working capital and net debt adjustment	(446)
Less cash acquired	(49)
Net purchase price	$	33,554

Fair value of tangible assets acquired and liabilities assumed
Cash	$	49
Accounts receivable	726

Fixed assets	74
Other current and non-current assets	398
Accounts payable	(48)
Accrued expenses	(520)
Other current and non-current liabilities	(600)
Deferred tax liability	(5,183)
Fair value of net tangible liabilities acquired	(5,104)
Fair value of identifiable intangible assets	23,700
Goodwill	15,007
Fair value of net assets acquired	33,603
Less cash acquired	(49)
Net purchase price	$	33,554

On April 18, 2020, the measurement period for Athena expired. The identifiable intangible assets include completed technology of $23,700 with a useful life of 11 years.

The goodwill of $15,007 largely reflects the potential synergies and expansion of the Company's offerings across product lines and markets complementary to the Company's existing products and markets. The goodwill from this acquisition is reported under the Mercury Defense Systems (“MDS”) reporting unit.

On April 18, 2019, the Company acquired Syntonic Microwave LLC, a privately held company based in Campbell, California and a leading provider of advanced synthesizers, wideband phase coherent tuners and microwave converters optimized for signals intelligence and electronic intelligence applications demanding frequency coverage up to 40 GHz with 2 GHz instantaneous bandwidth. The Company acquired Syntonic for an all cash purchase price of $12,000, prior to net working capital and net debt adjustments, which was funded through the Revolver.


	Amounts
Consideration transferred
Cash paid at closing	$	13,118

Less cash acquired	(1,118)
Net purchase price	$	12,000

Fair value of tangible assets acquired and liabilities assumed
Cash	$	1,118
Accounts receivable	281
Inventory	482
Fixed assets	31
Other current and non-current assets	6
Accounts payable	(71)
Accrued expenses	(61)

Fair value of net tangible assets acquired	1,786
Fair value of identifiable intangible assets	7,100
Goodwill	4,232
Fair value of net assets acquired	13,118
Less cash acquired	(1,118)
Net purchase price	$	12,000

On April 18, 2020, the measurement period for Syntonic expired. The identifiable intangible assets include customer relationships of $4,200 with a useful life of 10 years, completed technology of $2,500 with a useful life of nine years and backlog of $400 with a useful life of one year.

The goodwill of $4,232 largely reflects the potential synergies and expansion of the Company's offerings across product lines and markets complementary to the Company's existing products and markets. The goodwill from this acquisition is reported under the Advanced Microelectronic Solutions (“AMS”) reporting unit. Since Syntonic was a limited liability company, the acquisition is treated as an asset purchase for tax purposes. The Company has estimated the tax value of the intangible assets from this transaction and is amortizing the amount over 15 years for tax purposes. As of July 3, 2020, the Company had $2,986 of goodwill deductible for tax purposes.

On January 29, 2019, the Company announced that it had acquired GECO Avionics, LLC, a privately held company in Mesa, Arizona, with over twenty years of experience designing and manufacturing affordable safety-critical avionics and mission computing solutions. The Company acquired GECO for an all cash purchase price of $36,500, which was funded through the Revolver.


	Amounts
Consideration transferred
Cash paid at closing	$	36,500


Net purchase price	$	36,500

Estimated fair value of tangible assets acquired and liabilities assumed

Accounts receivable	$	1,320
Inventory	1,454
Fixed assets	459

Accounts payable	(217)
Accrued expenses	(239)

Fair value of net tangible assets acquired	2,777
Fair value of identifiable intangible assets	12,700
Goodwill	21,023
Fair value of net assets acquired	36,500

Net purchase price	$	36,500

On January 29, 2020, the measurement period for GECO expired. The identifiable intangible assets include customer relationships of $6,900 with a useful life of 11 years, completed technology of $4,800 with a useful life of 10 years and backlog of $1,000 with a useful life of two years.

The goodwill of $21,023 largely reflects the potential synergies and expansion of the Company's offerings across product lines and markets complementary to the Company's existing products and markets. The goodwill from this acquisition is reported under the SMP reporting unit. Since GECO was a limited liability company, the acquisition is treated as an asset purchase for tax purposes. The Company has estimated the tax value of the intangible assets from this transaction and is amortizing the amount over 15 years for tax purposes. As of July 3, 2020, the Company had $19,766 of goodwill deductible for tax purposes.

On July 31, 2018, the Company announced that it had entered into a membership interest purchase agreement (the "Purchase Agreement") and acquired Germane Systems, LC pursuant to the terms of the Purchase Agreement.

Based in Chantilly, Virginia, Germane is an industry leader in the design, development and manufacturing of rugged servers, computers and storage systems for C2I applications. The Company acquired Germane for an all cash purchase price of $45,000, prior to net working capital and net debt adjustments. The Company funded the acquisition with borrowings obtained under the Revolver. On December 12, 2018 the Company and former owners of Germane agreed to post-closing adjustments totaling $1,244, which decreased the Company's net purchase price.


	Amounts
Consideration transferred
Cash paid at closing	$	47,166
Working capital and net debt adjustment	(1,244)
Less cash acquired	(193)
Net purchase price	$	45,729

Fair value of tangible assets acquired and liabilities assumed
Cash	$	193
Accounts receivable	4,277
Inventory	8,575
Fixed assets	867
Other current and non-current assets	596
Accounts payable	(3,146)
Accrued expenses	(1,394)
Other current and non-current liabilities	(514)
Fair value of net tangible assets acquired	9,454
Fair value of identifiable intangible assets	12,910
Goodwill	23,558
Fair value of net assets acquired	45,922
Less cash acquired	(193)
Net purchase price	$	45,729

On July 31, 2019, the measurement period for Germane expired. The identifiable intangible assets include customer relationships of $8,500 with a useful life of 11 years, completed technology of $4,200 with a useful life of eight years and backlog of $210 with a useful life of one year.