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Acquisitions
9 Months Ended
Sep. 30, 2014
Business Combinations [Abstract]  
Acquisitions
3. Acquisitions

The following acquisitions were made during the nine months ended September 30, 2014.
2014 Acquisitions
 
 
Date
Type
Company / Product Line Acquired
Location (Near)
Segment
January 1
Stock
Heidelberg CSAT GmbH
Germany
Engineered Systems
Manufacturer of digital printing systems that are installed in-packaging-line for the identification of pharmaceutical and medical products.
 
 
 
 
 
February 3
Stock
MS Printing Solutions
Italy
Engineered Systems
Manufacturer of innovative digital ink jet printing systems for the textile and specialty material industries.
 
 
 
 
 
June 11
Asset
Timberline Manufacturing Company
Beaumont, Texas
Energy
Manufacturer of chemical injection and metering solutions for oil and gas producers.
 
 
 
 
 
July 30
Stock
WellMark Holdings, Inc.
Oklahoma City, Oklahoma
Energy
Manufacturer of valves, instrumentation, and chemical injection pumps serving the oil and gas industry.
 
 
 
 
 
July 31
Asset
SweatMiser
McDonough, Georgia
Refrigeration & Food Equipment
Manufacturer of anti-sweat controllers for doors in the refrigeration industry.
 
 
 
 
 
August 25
Stock / Asset
Liquip International
Australia
Fluids
Manufacturer of fluid handling solutions, loading arms, tank truck valves and fittings, electronic measurement systems for tank trucks, fuel filtration systems, and aviation fueling components and services.

The Company acquired these businesses in six separate transactions for net cash consideration of $365,550. The following presents the allocation of acquisition cost to the assets acquired and liabilities assumed, based on their estimated fair values:
Current assets, net of cash acquired
$
72,619

Property, plant and equipment
6,610

Goodwill
205,656

Intangible assets
166,685

Current liabilities
(34,103
)
Non-current liabilities
(51,917
)
Net assets acquired
$
365,550



The amounts assigned to goodwill and major intangible asset classifications for the 2014 acquisitions are as follows:
 
Amount allocated
 
Useful life (in years)
Goodwill - Tax deductible
$
12,042

 
na
Goodwill - Non deductible
193,614

 
na
Customer intangibles
134,116

 
13
Trademarks
14,087

 
12
Technology
3,267

 
10
Other intangibles
15,215

 
7
 
$
372,341

 
 


The businesses were acquired to complement and expand upon existing operations within the Energy, Fluids and Refrigeration & Food Equipment segments and the Printing & Identification platform of the Engineered Systems segment. The goodwill identified by these acquisitions reflects the benefits expected to be derived from product line expansion and operational synergies.  Upon consummation of the acquisitions, each of these entities is now wholly-owned by Dover.

The Company has substantially completed the purchase price allocations for the 2014 acquisitions.  However, if additional information is obtained about these assets and liabilities within the measurement period (not to exceed one year from the date of acquisition), including through asset appraisals and learning more about the newly acquired businesses, the Company will refine its estimates of fair value to allocate the purchase price more accurately; any such revisions are not expected to be significant.

The unaudited condensed consolidated statements of earnings include the results of these businesses from the dates of acquisition.  The aggregate revenue of the 2014 acquisitions included in the Company’s consolidated revenue totaled $43,500 and $79,900 for the three and nine months ended September 30, 2014, respectively. The aggregate earnings of the 2014 acquisitions included in the Company’s consolidated pre-tax earnings totaled $4,200 and $3,100 for the three and nine months ended September 30, 2014, respectively.

Pro Forma Information

The following unaudited pro forma information illustrates the effect on the Company’s revenue and earnings from continuing operations for the three and nine months ended September 30, 2014 and 2013, assuming that the 2014 and 2013 acquisitions had taken place at the beginning of the prior year. As a result, the supplemental pro forma earnings for the three and nine months ended September 30, 2014 reflect adjustments to earnings from continuing operations as reported in the Unaudited Condensed Consolidated Statements of Earnings to exclude $2,527 and $3,723 for nonrecurring expense related to the fair value adjustments to acquisition-date inventory (after-tax) and $874 and $2,432 of acquisition-related costs (after tax) and to reflect such items in 2013. The 2014 and 2013 supplemental pro forma earnings are also adjusted to reflect the comparable impact of additional depreciation and amortization expense (net of tax) resulting from the fair value measurement of tangible and intangible assets relating to 2014 and 2013 acquisitions.

 
Three Months Ended September 30,
 
Nine Months Ended September 30,
 
2014
 
2013
 
2014
 
2013
Revenue from continuing operations:
 
 
 
 
 
 
 
As reported
$
2,092,467

 
$
1,940,211

 
$
6,024,852

 
$
5,636,599

Pro forma
2,103,041

 
2,017,881

 
6,093,575

 
5,887,229

Earnings from continuing operations:
 
 
 
 
As reported
$
232,825

 
$
226,235

 
$
626,592

 
$
651,506

Pro forma
237,010

 
230,382

 
638,159

 
654,180

Basic earnings per share from continuing operations:
 
 
 
 
As reported
$
1.40

 
$
1.33

 
$
3.74

 
$
3.79

Pro forma
1.43

 
1.35

 
3.81

 
3.81

Diluted earnings per share from continuing operations:
 
 
 
 
As reported
$
1.38

 
$
1.31

 
$
3.69

 
$
3.75

Pro forma
1.41

 
1.33

 
3.76

 
3.76