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Acquisition
6 Months Ended
Jun. 30, 2017
Business Combinations [Abstract]  
Acquisition
(2) Acquisition
On March 31, 2017, we acquired certain assets and assumed certain liabilities of Manufacturers Supply Company (‘Mansco’). Mansco, headquartered in Hudsonville, Michigan, is a distributor of industrial and fastener supplies with a particularly strong market position with commercial furniture original equipment manufacturers. As such, this acquisition gives us a presence in a market where we have not meaningfully contributed in the past, while providing Mansco with additional tools with which to service its customer base and reduce costs through economies of scale.
The total purchase price for this acquisition consisted of $57.9 paid in cash at closing, $0.8 paid in cash after closing pursuant to a post-closing purchase price adjustment, and a contingent consideration arrangement which requires us to pay the former owner up to a maximum of $2.5 (undiscounted) in cash after closing based on sales growth of the acquired business. The fair value of the contingent consideration arrangement as of June 30, 2017, estimated by applying the income approach, which is a level 3 measurement under the fair value hierarchy, was $0.6. Assuming payment of $0.6 of the contingent consideration arrangement, the total consideration for the acquisition will be $59.3. We funded the purchase price for the acquisition with the proceeds from the issuance during the first quarter of 2017 of a new series of senior unsecured promissory notes under our master note agreement in the aggregate principal amount of $60.0.
The fair value of the assets acquired and liabilities assumed is summarized below.
Current assets
$
21.7

Property and equipment
0.9

Identifiable intangible assets
20.1

Current liabilities
(1.8
)
Total identifiable net assets
40.9

Goodwill
18.4

Total fair value of assets acquired and liabilities assumed
$
59.3


The estimated fair values are preliminary and subject to adjustment. The identifiable intangible assets consist mainly of the value of the customer relationships that were acquired and the goodwill consists largely of the synergies and economies of scale expected from combining the Mansco operations with our existing operations. The identifiable intangible assets and goodwill are deductible for income tax purposes.
The amount of net sales and net earnings of the acquired business included in our condensed consolidated statement of earnings for the periods ended June 30, 2017, and the pro forma net sales and net earnings of the combined entity had the acquisition occurred on January 1, 2016, are:
 
Six-month Period
Three-month Period
 
2017
2016
2017
2016
Net sales
$
27.0

24.0

$
13.5

12.8

Net earnings
$
3.2

2.5

$
1.6

1.3