BUSINESS COMBINATIONS

Power Solutions Acquisition

On October 5, 2015, the Company completed the acquisition of the Power Solutions business ("Power Solutions") from HD Supply, Inc. in exchange for $829.4 million (net of cash and outstanding checks of $11.7 million). The acquisition was financed using borrowings under new financing arrangements and cash on hand.

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

The following table sets forth the final purchase price allocation, as of the acquisition date, for Power Solutions. The purchase price allocation, including the valuation of the acquired leases, intangible assets and related deferred tax liabilities was completed in the third quarter of 2016.



(In millions)
Cash	$	11.7
Current assets, net	560.1
Property and equipment, net	30.6
Goodwill	194.8
Intangible assets	280.9
Non-current assets	5.6
Current liabilities	(234.1		)
Non-current liabilities	(8.5		)
Total purchase price	$	841.1

Power Solutions goodwill of $35.4 million and $159.4 million was recorded in the EES and UPS reportable segments, respectively. The goodwill resulting from the acquisition largely consists of the Company's expected future product sales and synergies from combining Power Solutions products with its existing product offerings. Other than $81.0 million, the remaining goodwill is not deductible for tax purposes. The following table sets forth the components of 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	$	278.5
Non-compete agreements	1	2.4
Total intangible assets		$	280.9

Pro Forma Information

The following unaudited pro forma information shows the Company's 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 combination, related income taxes and various other costs which would not have been incurred had Anixter and Power Solutions operated as a combined entity.



	Twelve Months Ended
(In millions, except per share amounts)	January 1, 2016
Net sales	$	7,733.4
Net income from continuing operations	$	107.1
Income per share from continuing operations:
Basic	$	3.22
Diluted	$	3.20