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Business Acquisition
3 Months Ended
Mar. 31, 2020
Business Combinations [Abstract]  
Business Acquisition

3. Business Acquisition

On November 20, 2019, the Company acquired CirComp GmbH, a privately-held developer and manufacturer of high-performance composite components located in Kaiserslautern, Germany for $32.4 million. The Company also agreed to pay approximately $5.5 million that will become due as certain post-closing obligations are performed. Expense related to that agreement will be recognized over the five-year performance period. The Company funded the acquisition using a combination of cash on hand and funds drawn on its revolving credit facility. In March 2020, the Company purchased, in cash, the primary operating facility in Germany for $5.8 million, which resulted in the recording of land and building assets, and the removal of the Right of use assets and associated lease liabilities included in the acquisition-date balance sheet

The seller provided representations, warranties and indemnities customary for acquisition transactions, including indemnities for certain customer claims identified, before closing. The acquired entity is part of the AEC segment. CirComp specializes in designing and manufacturing customized engineered composite components for aerospace and other demanding industrial applications.

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The following table summarizes the provisional allocation of the purchase price to the fair value of the assets and liabilities acquired:

(in thousands)

November 20, 2019

Assets acquired

Cash

$1,607

Accounts receivable

986

Contract assets

2,269

Inventories

525

Prepaid expenses and other current assets

452

Right of use assets

5,686

Property, plant and equipment

4,884

Amortizable intangible assets

10,302

Goodwill

17,114

Total assets acquired

$43,825

 

Liabilities assumed

Accounts payable

$65

Accrued liabilities

2,249

Lease liabilities

502

Deferred income taxes

3,425

Other noncurrent liabilities

5,184

Total liabilities assumed

$11,425

 

Net assets acquired

$32,400

Purchase of business, net of cash acquired

$30,793

The Company is continuing to perform procedures to verify the value of assets and liabilities acquired, particularly Contract assets and, accordingly, adjustments to the values in the above table may be required in future periods. In the course of performing its ongoing opening balance sheet procedures during the first quarter of 2020, management identified adjustments to the provisional value of assets and liabilities acquired reported in the Form 10-K for the year ended December 31, 2019, which resulted in an increase to Amortizable intangible assets of $0.3 million, an increase to Deferred income tax liabilities of $0.1 million, and a reduction to Goodwill of $0.2 million.

Acquired Goodwill of $17.1 million reflects the Company’s belief that the acquisition complements and expands Albany’s portfolio of proprietary, advanced manufacturing technologies for composite components, increases the Company’s position as a leading innovator in advanced materials processing and automation, and opens a geographic footprint in Europe to better serve our global customer base. The acquisition significantly increases the Company’s opportunities for future growth. The goodwill is non-deductible for tax purposes.