Subsequent Events

12 Months Ended

Dec. 25, 2011

Subsequent Events

Subsequent Events

Note 18. Subsequent Events

On January 3, 2012, the Company acquired selected assets of a critical infrastructure security and public safety system integration business (the “Business”) from Ingersoll Rand for approximately $20.0 million. The asset agreement provides that the purchase price will be (i) increased on a dollar for dollar basis if the working capital on the closing date (as defined in the asset agreement) exceeds $17.0 million or (ii) decreased on a dollar for dollar basis if the working capital is less than $17.0 million. At this time the estimated adjustment to the purchase price cannot yet be determined. In accordance with the terms of the purchase agreement, the parties have 120 days after the close of the transaction to compute the working capital adjustment.

The Business designs, engineers, deploys, manages and maintains specialty security systems at some of the U.S.’s most strategic asset and critical infrastructure locations. Additionally, these security systems are typically integrated into command and control system infrastructure or command centers. Approximately 15% of the revenues of the Business are recurring in nature due to the operation, maintenance or sustainment of the security systems once deployed.

The acquisition related disclosures required by Topic 805 cannot be made as the initial accounting for the business transaction is incomplete. In addition, the disclosure requirements of Topic 805, when the initial accounting is incomplete, also cannot be made due to the timing of the acquisition and the related due date of this Annual Report on Form 10-K. Key financial data such as the determination of the final acquisition price and the fair value of the assets acquired and liabilities assumed is not yet available.

The excess of the purchase price over the fair value of the tangible and identifiable intangible assets acquired and liabilities assumed in the acquisition will be allocated to goodwill. The value of the goodwill represents the value the Company expects to be created by expanding its capabilities, qualifications, customer relationships, contract portfolio and geographic depth and breadth. Together, the combined business will be one of the largest and most capable critical infrastructure security system integrators in the industry, with the scale and wherewithal to bid on and pursue some of this country’s largest, most sophisticated and important security deployments.