XML 107 R10.htm IDEA: XBRL DOCUMENT v3.20.1
Acquisitions
3 Months Ended
Mar. 28, 2020
Business Combinations [Abstract]  
Acquisitions Acquisitions
In March 2019, we acquired VPI Quality Windows, Inc (“VPI”). VPI is a leading manufacturer of vinyl windows, specializing in customized solutions for mid-rise multi-family, industrial, hospitality and commercial projects, primarily in the western U.S. VPI is located in Spokane, Washington and is a part of our North America segment.
The fair values of the assets and liabilities acquired of this acquisition are summarized below:
(amounts in thousands)
Preliminary Allocation
 
Measurement Period Adjustment
 
Final Allocation
Fair value of identifiable assets and liabilities:
 
 
 
 
 
Accounts receivable
$
11,417

 
$
(420
)
 
$
10,997

Inventories
2,555

 
(141
)
 
2,414

Other current assets
261

 
40

 
301

Property and equipment
3,166

 
176

 
3,342

Identifiable intangible assets
17,702

 
5,735

 
23,437

Operating lease assets
3,739

 

 
3,739

Goodwill
26,553

 
(3,053
)
 
23,500

Other assets
10

 

 
10

Total assets
$
65,403

 
$
2,337

 
$
67,740

Accounts payable
2,629

 

 
2,629

Other current liabilities
1,875

 
522

 
2,397

Operating lease liability
3,413

 

 
3,413

Other liabilities

 
1,502

 
1,502

Total liabilities
$
7,917

 
$
2,024

 
$
9,941

Purchase price:

 
 
 

Cash consideration, net of cash acquired
$
57,486

 
$
313

 
$
57,799


The final goodwill of $23.5 million, calculated as the excess of the purchase price over the fair value of net assets, represents operational efficiencies and sales synergies, and the full amount is expected to be tax-deductible. The intangible assets include customer relationships and tradenames and will be amortized over an estimated weighted average amortization period of 8 years. Acquisition-related costs are expensed as incurred and are included in selling, general and administrative expense in our accompanying unaudited consolidated statements of operations. We incurred acquisition-related costs of $0.2 million during the three months ended March 30, 2019. The purchase price allocation was considered complete as of March 28, 2020.
We evaluated this acquisition quantitatively and qualitatively and determined it to be insignificant. Therefore, certain pro forma disclosures under ASC 805-10-50 have been omitted.
The results of this acquisition are included in our unaudited consolidated financial statements from the date of acquisition.