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Note 2 - Acquisitions
6 Months Ended
Jun. 03, 2017
Notes to Financial Statements  
Business Combination Disclosure [Text Block]
Note
2:
Acquisitions
 
Wisdom Adhesives
 
On
January 27, 2017,
we acquired substantially all of the assets of H.E. Wisdom & Sons, Inc. and its affiliate Wisdom Adhesives Southeast, L.L.C., (“Wisdom Adhesives”) headquartered in Elgin, Illinois. Wisdom Adhesives is a provider of adhesives for the packaging, paper converting and assembly markets. The acquisition will help strengthen our position in the North America adhesives market.
The purchase price of
$123,305
was financed through borrowings on our revolving credit facility and was recorded in our Americas Adhesives operating segment. We incurred acquisition related costs of approximately
$548,
which were recorded as selling, general and administrative (“SG&A”) expenses in the Condensed Consolidated Statement of Income for the
six
months ended
June 3, 2017.
 
The acquisition fair value measurement was preliminary as of
June 3, 2017,
subject to the completion of the valuation of Wisdom Adhesives and further management reviews and assessment of the preliminary fair values of the assets acquired and liabilities assumed. We expect the fair value measurement process to be completed when the final appraisals are available, but
no
later than
twelve
months from the acquisition date.
 
The following table summarizes the preliminary fair value measurement of the assets acquired and liabilities assumed as of the date of acquisition:
 
 
 
Amount
 
Current assets
  $
13,741
 
Property, plant and equipment
   
10,516
 
Goodwill
   
60,557
 
Other intangibles
       
Customer relationships
   
33,300
 
Trademarks/trade names
   
13,600
 
Current liabilities
   
(8,409
)
Total purchase price
  $
123,305
 
 
 
The preliminary expected lives of the acquired intangible assets are
15
years for customer relationships and
10
years for trademarks/trade names.
 
Based on the preliminary fair value measurement of the assets acquired and liabilities assumed, we allocated
$60,557
to goodwill for the expected synergies from combining Wisdom Adhesives with our existing business. Such goodwill is deductible for tax purposes. The goodwill was assigned to our Americas Adhesives operating segment. The Wisdom Adhesives acquisition does
not
represent a material business combination, therefore pro forma financial information is
not
provided.
 
Cyberbond
 
On
June 8, 2016,
we acquired Cyberbond, L.L.C., (“Cyberbond”) headquartered in Batavia, Illinois with operations in the United States and Europe. Cyberbond is a provider of industrial adhesives for the electronics, medical, audio equipment, automotive and structural markets. The acquisition will help us to broaden our global position and accelerate our growth in the high margin, high growth Engineering Adhesives segment.
The purchase price of
$42,182,
net of cash acquired of
$332,
was funded through existing cash and was recorded in our Engineering Adhesives operating segment. We incurred acquisition related costs of approximately
$527,
which were recorded as SG&A expenses in the Condensed Consolidated Statement of Income for the year ended
December 3, 2016.
 
The following table summarizes the final fair value measurement of the assets acquired and liabilities assumed as of the date of acquisition:
 
 
 
 
Amount
 
Current assets
  $
4,425
 
Property, plant and equipment
   
2,038
 
Goodwill
   
23,654
 
Other intangibles
       
Developed technology
   
2,000
 
Customer relationships
   
14,400
 
Trademarks/trade names
   
700
 
Other assets
   
161
 
Current liabilities
   
(1,889
)
Long-term liabilities
   
(3,307
)
Total purchase price
  $
42,182
 
 
The expected lives of the acquired intangible assets are
seven
years for developed technology,
15
years for customer relationships and
10
years for trademarks/trade names.
 
Based on the fair value measurement of the assets acquired and liabilities assumed, we allocated
$23,654
to goodwill for the expected synergies from combining Cyberbond with our existing business. The amount of goodwill deductible for tax purposes is
$10,658.
The goodwill was assigned to our Engineering Adhesives operating segment. The Cyberbond acquisition does
not
represent a material business combination, therefore pro forma financial information is
not
provided.
 
Advanced Adhesives
 
On
April 29, 2016,
we acquired Advanced Adhesives Pty Limited and the business assets of Advanced Adhesives (New Zealand) Limited (together referred to as “Advanced Adhesives”), providers of industrial adhesives in Australia and New Zealand. The acquisition will help us to strengthen our industrial adhesives market position and leverage a broader technology portfolio in both Australia and New Zealand. The combined purchase price of
$10,365
was funded through existing cash and was recorded in our Asia Pacific operating segment. We incurred acquisition related costs of approximately
$646,
which were recorded as SG&A expenses in the Condensed Consolidated Statements of Income for the year ended
December 3, 2016
.
 
The following table summarizes the final fair value measurement of the assets acquired and liabilities assumed as of the date of acquisition:
 
 
 
Amount
 
Current assets
  $
5,704
 
Property, plant and equipment
   
594
 
Goodwill
   
102
 
Other intangibles
       
Customer relationships
   
7,575
 
Trademarks/trade names
   
146
 
Current liabilities
   
(2,671
)
Long-term liabilities
   
(1,085
)
Total purchase price
  $
10,365
 
 
The expected lives of the acquired intangible assets are
15
years for customer relationships and
one
year for trademarks/trade names.
 
Based on the fair value measurement of the assets acquired and liabilities assumed, we allocated
$102
to goodwill for the expected synergies from combining Advanced Adhesives with our existing business. Such goodwill is
not
deductible for tax purposes. The goodwill was assigned to our Asia Pacific operating segment. The Advanced Adhesives acquisition does
not
represent a material business combination, therefore pro forma financial information is
not
provided.