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Acquisitions
12 Months Ended
Dec. 31, 2015
Business Combinations [Abstract]  
Acquisitions
2. Acquisitions

2015 Acquisitions

During 2015, the Company acquired four businesses in separate transactions for net cash consideration of $567,843. The businesses were acquired to complement and expand upon existing operations within the Engineered Systems, Fluids and Refrigeration & Food Equipment segments. 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 businesses is now wholly-owned by Dover.

The following table details the acquisitions made during the year ended December 31, 2015.
Date
Type
Company / Product Line Acquired
Location (Near)
Segment
January 22
Asset
Gemtron
Vincennes, Indiana
Refrigeration & Food Equipment
Manufacturer of refrigeration doors and door systems serving convenience stores, supermarkets, drugstores, buying clubs, foodservice equipment, and other retail environments.
 
 
 
 
 
October 22
Stock
JK Group
 Novedrate, Italy
Engineered Systems
Manufacturer and provider of innovative digital inks and consumables serving the textile printing market.
 
 
 
 
 
October 30
Asset/Stock
Gala Industries
Eagle Rock, Virginia
Fluids
Manufacturer of underwater pellet processing systems and solutions to the plastics compounding industry.
 
 
 
 
 
October 30
Asset/Stock
Reduction Engineering Scheer
Kent, Ohio
Fluids
Manufacturer of plastic pelletizers and pulverizers for the polymer industry.
 
 
 
 
 

The following presents the allocation of acquisition cost to the assets acquired and liabilities assumed, based on their estimated fair values:
 
Total
Current assets, net of cash acquired
$
76,323

Property, plant and equipment
38,849

Goodwill
315,701

Intangible assets
229,829

Other non-current assets, principally deferred taxes
1,934

Current liabilities assumed
(31,814
)
Non-current liabilities assumed, principally deferred taxes
(62,979
)
Net assets acquired
$
567,843



The amounts assigned to goodwill and major intangible asset classifications by applicable segment for the 2015 acquisitions are as follows:
 
Engineered Systems
 
Fluids
 
Refrigeration & Food Equipment
 
Total
 
Average Useful life (in years)
Goodwill - Tax deductible
$

 
$
45,368

 
$
3,832

 
$
49,200

 
n/a
Goodwill - Non deductible
238,618

 
27,883

 

 
266,501

 
n/a
Customer intangibles
136,495

 
26,866

 
2,500

 
165,861

 
14
Trademarks
8,263

 
6,000

 

 
14,263

 
15
Other intangibles and assets
24,405

 
25,000

 
300

 
49,705

 
12
 
$
407,781

 
$
131,117

 
$
6,632

 
$
545,530

 
 


The Company has substantially completed the purchase price allocations for the 2015 acquisitions. As additional information is obtained about these assets and liabilities within the measurement period (not to exceed one year from the date of acquisition), including finalization of asset appraisals, the Company will refine its estimates of fair value to allocate the purchase price more accurately.

The Consolidated Statements of Earnings include the results of these businesses from the dates of acquisition. The aggregate revenue and pre-tax earnings of the 2015 acquisitions included in the Company’s 2015 consolidated revenue and earnings totaled $45,800 and $3,200, respectively.  

On January 7, 2016, the Company acquired the dispenser and system businesses of Tokheim Group S.A.S. ("Tokheim") for a purchase price of approximately €411.3 million, or $448.7 million. Tokheim will be integrated within the Fluids segment, and will enable the segment to provide the most complete solutions available for retail fueling customers. The initial accounting for this business combination has not yet been completed.

2014 Acquisitions

During 2014, the Company acquired seven businesses for an aggregate consideration of $802,254, net of cash acquired. A summary of the acquisitions made during 2014 is as follows:
Date
Type
Company / Product Line Acquired
Location (Near)
Segment
January 1
Stock
Heidelberg CSAT GmbH
Karlsruhe, 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
Milan, 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
Smithfield, 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.
 
 
 
 
 
October 1
Stock
Accelerated Companies LLC
The Woodlands, Texas
Energy
Integrated provider of hydraulic and gas lift systems, electric submersible pump systems, surface pumps and modular fluid handling systems for oil and gas production.

The following presents the allocation of acquisition cost to the assets acquired and liabilities assumed, based on their estimated fair values:
 
Accelerated
 
Other Acquisitions
 
Total
Current assets, net of cash acquired
$
133,475

 
$
74,712

 
$
208,187

Property, plant and equipment
51,070

 
6,199

 
$
57,269

Goodwill
222,808

 
209,330

 
$
432,138

Intangible assets
131,200

 
163,727

 
$
294,927

Current liabilities assumed
(43,935
)
 
(36,425
)
 
$
(80,360
)
Non-current liabilities assumed, principally deferred taxes
(58,896
)
 
(51,011
)
 
$
(109,907
)
Net assets acquired
$
435,722

 
$
366,532

 
$
802,254



Pro Forma Information
 
The following unaudited pro forma information illustrates the effect on the Company’s revenue and earnings from continuing operations for years ended December 31, 2015 and 2014, assuming that all acquisitions had taken place at the beginning of the prior year period. As a result, the supplemental pro forma earnings reflect adjustments to earnings from continuing operations as reported in the Consolidated Statements of Earnings to exclude $2,560 of nonrecurring expense related to the fair value adjustments to acquisition-date inventory (after-tax) and $1,999 of acquisition-related costs (after-tax) from the year ended December 31, 2015. The supplemental pro forma earnings for the 2014 period were similarly adjusted for 2014 acquisition charges as if they were incurred at the beginning of 2013. The 2015 and 2014 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 2015 and 2014 acquisitions.
 
Years Ended December 31,
 
2015
 
2014
Revenue from continuing operations:
 
 
 
As reported
$
6,956,311

 
$
7,752,728

Pro forma
7,096,102

 
8,148,820

Earnings from continuing operations:
 
 
 
As reported
$
595,881

 
$
778,140

Pro forma
623,350

 
795,754

Basic earnings per share from continuing operations:
 
 
 
As reported
$
3.78

 
$
4.67

Pro forma
3.95

 
4.77

Diluted earnings per share from continuing operations:
 
 
 
As reported
$
3.74

 
$
4.61

Pro forma
3.92

 
4.71



These pro forma results of operations have been prepared for comparative purposes only, and they do not purport to be indicative of the results of operations that actually would have resulted had the acquisitions occurred on the dates indicated or that may result in the future.