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Acquisitions
12 Months Ended
Dec. 30, 2017
Business Combinations [Abstract]  
Business Combination Disclosure [Text Block]
Note 15 —
Acquisitions
 
All of the Company’s acquisitions have been accounted for using the purchase method of accounting.
 
2017
During 2017, the Company acquired certain assets and liabilities through two acquisitions.
 
Total consideration paid for the acquisitions was $1.5 million. The consideration paid by the company for these acquisitions was allocated to the assets acquired, net of the liabilities assumed, based upon their estimated fair values as of the date of the acquisition.
 
ASC 805 requires that when fair value of the net assets acquired exceeds the purchase price, resulting in a bargain purchase, the acquirer must reassess the reasonableness of the values assigned to all of the net assets acquired, liabilities assumed and consideration transferred. The Company has performed such assessment and has concluded that the values assigned appear to be reasonable. The following table summarizes the allocation of the purchase price for the acquisition that resulted in a bargain purchase:
 
In thousands
 
 
 
 
Accounts receivable, net
 
$
852
 
Inventories, net
 
 
737
 
Other assets
 
 
64
 
Intangible assets
 
 
413
 
Total fair value of assets acquired
 
 
2,066
 
Total liabilities assumed
 
 
(563)
 
Net assets acquired
 
 
1,503
 
Total consideration paid
 
 
(1,101)
 
Gain before deferred income tax liability
 
 
402
 
Income tax liability – deferred
 
 
(146)
 
Gain on bargain purchase
 
$
256
 
 
2016
On January 21, 2016, the Company acquired substantially all of the business and assets of Triumph Sports USA, Inc.’s business, a brand known for its innovative lines of indoor and outdoor games. Of the $10.0 million purchase price for the acquisition, $9.5 million was paid in cash and the remaining $0.5 million was contingent upon the attainment of certain targets. The more significant assets acquired and liabilities assumed were comprised of receivables ($1.4 million), inventory ($1.4 million), prepaid and other assets ($0.1 million), accounts payable ($0.6 million), goodwill ($1.4 million) and other intangible assets ($6.3 million).
 
2015
During 2015, the Company acquired certain assets and liabilities of Onix Sports, Inc. and acquired all of the issued and outstanding shares of capital stock of Goalsetter Systems, Inc. for total consideration of cash and notes of approximately $10.3 million, subject to adjustments for working capital. The total working capital adjustments resulted in $0.6 million of additional consideration to the sellers.
 
The consideration paid by the Company for these acquisitions was allocated to the assets acquired, net of the liabilities assumed, based upon their estimated fair values as of the date of the acquisition. The excess of the purchase price over the estimated fair value of the assets acquired, net of the estimated fair value of the liabilities assumed, was recorded as goodwill. The allocation of the purchase price, including values assigned to assets, liabilities and the amount of goodwill and intangible assets are represented in the table below.
 
In thousands
 
 
 
 
Assets acquired and liabilities assumed:
 
 
 
 
Accounts receivable
 
$
795
 
Inventories
 
 
966
 
Other assets
 
 
50
 
Goodwill
 
 
5,172
 
Intangible assets
 
 
6,286
 
Accounts payable
 
 
(271)
 
Other liabilities
 
 
(74)
 
Deferred income tax liability
 
 
(2,046)
 
 
 
$
10,878
 
 
These acquisitions were not and would not have been material to the Company’s net sales, results of operations or total assets during the years ended December 30, 2017, December 31, 2016 and December 26, 2015, respectively. Accordingly, our consolidated results from operations do not differ materially from historical performance as a result of these acquisitions, and therefore, pro-forma results are not presented.