XML 45 R31.htm IDEA: XBRL DOCUMENT v3.8.0.1
Business Acquisitions
12 Months Ended
Mar. 31, 2018
Business Combinations [Abstract]  
Business Acquisitions
Fiscal 2017
On August 1, 2016, the Company acquired all of the outstanding shares of Visicon Technologies, Inc. (Visicon), a leading supplier of high-accuracy and high-throughput measurement and defect detection systems based in Napa, California. The consideration under the merger agreement is subject to adjustment for indebtedness, seller's transaction expenses, working capital and other items.
Based on closing working capital and other adjustments, the Company paid $2.0 million in cash and issued 603,939 shares of ESI common stock, valued at approximately $4.2 million. The value of the common stock was based on the closing price of stock on August 1, 2016. A portion of the shares issued in connection with the agreement were reserved in escrow to serve as a source of payment for any purchase price adjustments or indemnity claims by the Company. The shares issued as a part of this merger represented a non-cash investing activity of $4.2 million.
The total purchase price of $6.2 million, net of cash acquired, was allocated to the underlying assets acquired and liabilities assumed based on relative fair value, as shown in the following table:
(In thousands)
 
Accounts receivable
$
391

Inventory
982

Prepaid expense and other current assets
116

Property, plant and equipment
737

Acquired intangibles
3,300

Goodwill
2,626

Other assets
26

Accounts payable and other accrued liabilities
(1,952
)
Total purchase price, net of cash acquired
$
6,226

The acquisition provided the Company with complementary defect detection technology for integrated verification of laser machining and an expanded presence in the medical device market, resulting in synergies with the Company's current consumer electronics customer base.
None of the goodwill was deductible for tax purposes. The acquired intangible assets consisted primarily of approximately $2.1 million of developed technology. Identified intangible assets are expected to be amortized over their useful lives of one to six years.
The operating results of the acquired entity are included in the Company’s results of operations since the date of acquisition. Pro forma financial information has not been provided for the acquisition of Visicon as it is not material to the Company’s operations and financial position.
Fiscal 2015