Acquisitions

12 Months Ended

Jul. 31, 2020

In fiscal 2019, the Company acquired 91% of the shares of BOFA International LTD (BOFA), headquartered in the United Kingdom, for cash consideration of $101.3 million less cash acquired of $2.2 million. BOFA designs, develops and manufactures fume extraction systems across a wide range of industrial air filtration applications. The acquisition allowed Donaldson to accelerate its global growth in the fume collection business and add additional filtration technology to the Company’s existing product lines.

The fair values assigned to the acquired assets and liabilities assumed of BOFA were as follows (in millions):


Assets:
Net tangible assets	$	12.2
Customer relationships	39.8
Trademarks and technology	6.8
Goodwill	72.9
Assets	131.7

Liabilities:
Deferred tax liabilities	8.2
Assumed debt	14.4
Liabilities	22.6

Total fair value	109.1

Company’s net consideration paid	99.1
Company’s non-controlling interest	$	10.0

The assumed debt was repaid in October 2018. The identifiable intangible assets were related to customer relationships, trademarks and technology and have estimated useful lives ranging from 5 to 15 years. The acquired intangible assets including goodwill are not deductible for tax purposes. The Company is reporting BOFA’s results of operations within the Industrial Products segment. Transaction costs were expensed as incurred and were not significant.

The acquisition also provides call and put options that, if exercised by either the Company or the non-controlling interest holders after May 31, 2021, would obligate the Company to purchase the remaining 9% (12% at the time of acquisition) of the shares of BOFA, at a price indexed to the performance of the acquired entity. Due to the redemption features, the minority interest holders’ value is classified as a redeemable non-controlling interest in the Company’s Consolidated Balance Sheets. The redeemable non-controlling interest was recorded at fair value. As of July 31, 2020, 9% of the shares of BOFA were remaining for purchase.

Pro forma financial information for this acquisition has not been presented because it is not material to the Company’s consolidated results of operations.