Acquisitions (Tables)

9 Months Ended

Jun. 30, 2017

Schedule of Recognized Identified Assets Acquired and Liabilities Assumed

The following table summarizes the Company’s allocation of the purchase consideration to assets acquired and liabilities assumed at the Closing Date:



	Purchase Consideration Allocation
Accounts receivable	$	470.0
Inventory	327.9
Other current assets	26.0
Property, plant and equipment	328.2
Customer-related intangible	201.0
Trade name	21.0
Below-market leases	0.7
Other non-current assets	3.2
Deferred tax assets	1.2
Goodwill	673.4
Total assets acquired	2,052.6

Short-term borrowings and current portion of capital leases	40.6
Accounts payable	335.9
Other current liabilities	52.8
Long-term portion of capital leases	23.0
Long-term debt	767.3
Deferred tax liability	24.8
Other non-current liabilities	5.5
Total liabilities assumed	1,249.9

Net assets acquired	$	802.7

The following table summarizes the Company’s preliminary allocation of the preliminary purchase consideration to assets acquired and liabilities assumed at the Ultra Chem Closing Date:



	Preliminary Purchase Consideration Allocation
Accounts receivable	$	14.4
Inventory	10.5
Other current assets	2.0
Property and equipment	0.4
Customer-related intangible	22.0
Trade name	0.3
Non-compete agreements	3.7
Other non-current assets	0.4
Goodwill	22.5
Total assets acquired	76.2

Short-term borrowings	0.9
Accounts payable	13.0
Other current liabilities	4.1
Other non-current liabilities	1.4
Total liabilities assumed	19.4

Net assets acquired	$	56.8

Schedule of Estimated Purchase Consideration

The purchase consideration for the Business Combination was as follows:



Cash	$	424.9
Less: cash acquired	(64.3		)
Equity	276.7
Founder Shares transferred to Selling Equityholders	30.2
Contingent consideration - Fair value of Deferred Cash Consideration	45.4
Contingent consideration - Fair value of TRA⁽¹⁾	89.8
Total purchase consideration⁽²⁾	$	802.7

⁽¹⁾During the nine months ended June 30, 2017, the Company recorded adjustments of $5.6 million. See below.

⁽²⁾ In addition to the total purchase consideration above, the Company assumed the outstanding indebtedness of the Predecessor, including related accrued interest through the Closing Date, totaling $774.3 million. The proceeds of the Credit Facilities were used to repay such indebtedness and accrued interest immediately following the consummation of the Business Combination.

Schedule of Consolidated Pro Forma Financial Information

The consolidated pro forma financial information below is not necessarily indicative of either future results of operations or results that might have been achieved had the Business Combination been completed on October 1, 2014 or the Ultra Chem Acquisition on October 1, 2015.



	Three Months Ended June 30, 2017		Nine Months Ended June 30, 2017		Three Months Ended June 30, 2016		Nine Months Ended June 30, 2016
Sales and operating revenues	$	942.6	$	2,690.4	$	879.4	$	2,598.5
Operating income	25.3		39.6		15.6		32.9
Net income from continuing operations	11.2		3.8		5.0		1.5
Net income	11.2		3.8		5.0		1.5
Basic and diluted net income per share	0.15		0.05		0.07		0.02

Pro forma weighted average number of common shares outstanding
Basic	76,743,853		76,745,396		76,746,168		76,746,168
Diluted	76,828,868		76,830,296		76,810,686		76,800,051