BUSINESS COMBINATION

3 Months Ended

Apr. 01, 2016

Business Combinations [Abstract]

BUSINESS COMBINATION

BUSINESS COMBINATION

On October 5, 2015, we completed the acquisition of the Power Solutions business ("Power Solutions") from HD Supply, Inc. in exchange for $824.7 million (net of cash and outstanding checks of $11.7 million and an unfavorable net working capital adjustment of $3.8 million based on preliminary calculations). The acquisition was financed using borrowings under new financing arrangements and cash on hand.

Power Solutions was a compelling strategic acquisition for us that significantly enhances our competitive position in the electrical wire and cable business and further strengthens our customer and supplier value proposition. In addition to transforming our existing utility business into a leading North American distributor to the utility sector, this acquisition enables us to provide a full line electrical solution to our existing customers and provides us with broader access to the mid-size electrical construction market. The high voltage business of Power Solutions forms the Utility Power Solutions ("UPS") segment within our realigned reportable segments. The low voltage business of Power Solutions was combined into our historical Electrical and Electronic Wire and Cable ("W&C") segment to form the Electrical & Electronic Solutions ("EES") segment.

The following table sets forth the preliminary purchase price allocation, as of the acquisition date, for Power Solutions. During the first quarter of 2016, we recorded a preliminary purchase price allocation adjustment for the Power Solutions acquisition. The purchase price allocation is pending finalization of the valuation of the acquired property, equipment, leases, intangible assets and related deferred tax liabilities, which is expected to be completed in 2016.

(In millions)
Cash	$	11.7
Current assets, net	564.1
Property, plant and equipment	30.7
Goodwill	187.6
Intangible assets	280.8
Non-current assets	5.4
Current liabilities	(231.6		)
Non-current liabilities	(8.5		)
Total purchase price	$	840.2

Power Solutions goodwill of $31.6 million and $156.0 million was recorded in the EES and UPS reportable segments, respectively. The goodwill resulting from the acquisition largely consists of our expected future product sales and synergies from combining Power Solutions products with our existing product offerings. Other than $79.2 million, the remaining goodwill is not deductible for tax purposes. The following table sets forth the components of preliminary identifiable intangible assets acquired and their estimated useful lives as of the date of the acquisition:

(In millions)	Average useful life (in years)	Fair value
Customer relationships	14-18	$	278.4
Non-compete agreements	1	2.4
Total intangible assets		$	280.8

For the three months endedApril 1, 2016, the Power Solutions acquisition added $494.3 million of revenue and $14.9 million in operating income to our consolidated results. Since the date of acquisition, the Power Solutions results are reflected in our Condensed Consolidated Financial Statements.

The following unaudited pro forma information shows our results of operations as if the acquisition of Power Solutions had been completed as of the beginning of fiscal 2015. Adjustments have been made for the pro forma effects of interest expense and deferred financing costs related to the financing for the acquisition, depreciation and amortization of tangible and intangible assets recognized as part of the business combinations, related income taxes and various other costs which would not have been incurred had we and Power Solutions operated as a combined entity.

	Three Months Ended
(In millions, except per share amounts)	April 3, 2015
Net sales	$	1,867.7
Net income from continuing operations	$	29.6
Income per share from continuing operations:
Basic	$	0.89
Diluted	$	0.89