Business Acquisition

9 Months Ended

Sep. 30, 2013

Business Acquisition

Business Acquisition

Note 2 — Business Acquisition

On April 2, 2012, the Company acquired all of the issued and outstanding shares of Dansensor pursuant to a Share Purchase Agreement (SPA).  Under the terms of the SPA, the Company acquired Dansensor for approximately $19.2 million, net of cash acquired.  Approximately $13.6 million of the purchase price was paid in cash at closing and the remainder of the purchase price was paid through the issuance of the Seller Note as is more fully described in Note 10.

The supplemental unaudited pro forma net sales and net income of the combined entity, including U.S. GAAP conversion adjustments, had the acquisition been completed as of the earliest period presented are as follows:

	Net Sales		Net Income		Basic Earnings per Share
Supplemental pro forma combined results of operations:
Nine-month period ended September 30, 2012	$	43,748,390	$	1,185,140	$	0.22

Material items included in the supplemental unaudited pro forma disclosures above are as follows:

	Nine Months Ended September 30, 2012
Amortization of intangibles	$	278,338
Interest expense	106,237
Income tax effect of adjustments	(115,373		)
	$	269,202

The Company recorded approximately $790,000 in acquisition related costs during the nine months ended September 30, 2012 which are recorded as selling general and administrative expense in the Condensed Consolidated Statement of Operations as of September 30, 2012.

These pro forma condensed consolidated financial results have been prepared for illustrative purposes only and do not purport to be indicative of the results of operations that actually would have resulted had the acquisition occurred on the first day of the earliest period presented, or of future results of the consolidated entities. The pro forma consolidated financial information does not reflect any operating efficiencies and cost savings that may be realized from the integration of the acquisition.