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Acquisitions/Divesture (Tables)
12 Months Ended
Jun. 30, 2016
EpiWorks  
Purchase Price at the Date of Acquisition

The following table presents the allocation of the purchase price at the date of acquisition ($000):

 

 

Net cash paid at acquisition

 

$

 

42,981

 

Cash paid for working capital adjustment

 

 

 

163

 

Fair value of cash earnout arrangement

 

 

 

4,352

 

Purchase price

 

$

 

47,496

 

 

Allocation of Purchase Price of Assets Acquired and Liabilities Assumed

The following table presents the preliminary allocation of the purchase price of the assets acquired and liabilities assumed at the date of acquisition, as the Company intends to finalize its accounting for the acquisition of EpiWorks within one year from the date of acquisition ($000):

 

Assets

 

 

 

 

 

Accounts receivable

 

$

 

2,121

 

Inventories

 

 

 

2,435

 

Prepaid and other assets

 

 

 

68

 

Property, plant & equipment

 

 

 

9,043

 

Intangible assets

 

 

 

14,124

 

Goodwill

 

 

 

27,588

 

Total assets acquired

 

$

 

55,379

 

 

 

 

 

 

 

Liabilities

 

 

 

 

 

Accounts payable

 

$

 

605

 

Other accrued liabilities

 

 

 

859

 

Deferred tax liabilities

 

 

 

6,419

 

Total liabilities assumed

 

 

 

7,883

 

Net assets acquired

 

$

 

47,496

 

 

ANADIGICS  
Allocation of Purchase Price of Assets Acquired and Liabilities Assumed

The following table presents the preliminary allocation of the purchase price of the assets acquired and liabilities assumed at the date of acquisition as the Company intends to finalize its accounting for the acquisition of ANADIGICS within one year from the date of acquisition ($000):

 

Assets

 

 

 

 

 

Accounts receivable

 

$

 

3,973

 

Inventories

 

 

 

8,322

 

Prepaid and other assets

 

 

 

2,347

 

Property, plant & equipment

 

 

 

25,810

 

Intangible assets

 

 

 

1,060

 

Goodwill

 

 

 

48,312

 

Total assets acquired

 

$

 

89,824

 

Liabilities

 

 

 

 

 

Accounts payable

 

$

 

3,586

 

Other accrued liabilities

 

 

 

7,226

 

Total liabilities assumed

 

 

 

10,812

 

Net assets acquired

 

$

 

79,012

 

 

EpiWorks and ANADIGICS  
Pro-forma Consolidated Results of Operations

The following unaudited pro forma consolidated results of operations for the year ended June 30, 2016 and 2015 have been prepared as if the acquisitions of EpiWorks and ANADIGICS had occurred on July 1, 2014, the beginning of the Company’s fiscal year 2015, which is the fiscal year prior to the acquisitions. As a result, certain transaction related expenses of $3.3 million (net of tax) recorded in Selling, general and administrative in the Company’s Consolidated Statement of Earnings for the year ended June 30, 2016 were only included in the earliest period presented below ($000 except per share data).

 

 

 

Year Ended

 

 

 

 

June 30,

 

 

 

2016

 

 

2015

 

Net revenues

 

$

 

866,349

 

 

$

 

831,050

 

Net earnings

 

$

 

39,762

 

 

$

 

32,053

 

Basic earnings per share

 

$

 

0.65

 

 

$

 

0.52

 

Diluted earnings per share

 

$

 

0.63

 

 

$

 

0.51

 

 

RF Business of ANADIGICS  
Carrying Value of the Assets and Liabilities Included as Part of Disposal

The following table presents the carrying value of the assets and liabilities included as part of the disposal of the RF business of ANADIGICS ($000):

 

Assets

 

 

 

 

 

Inventories

 

$

 

5,378

 

Equipment

 

 

 

5,813

 

Goodwill

 

 

 

35,352

 

 

 

$

 

46,543

 

Liabilities

 

 

 

 

 

Accounts payable

 

$

 

963

 

 

 

 

 

 

 

Total Consideration

 

$

 

45,580