XML 41 R9.htm IDEA: XBRL DOCUMENT v2.4.0.8
Acquisitions
 12 Months Ended
Dec. 31, 2013
Business Combinations [Abstract]  
Business Combination Disclosure Text Block

Note 2—Acquisitions

On June 3, 2013, the Company acquired all of the outstanding common stock of Suntron Corporation (Suntron), an electronics manufacturing services (EMS) company headquartered in Phoenix, Arizona (the Suntron Acquisition) for $19.3 million in cash, subject to a final purchase price adjustment in accordance with the acquisition agreement. The Suntron Acquisition added two manufacturing facilities: Tijuana, Mexico and Phoenix, Arizona. The Suntron Acquisition strengthened the Company's capabilities and global reach to better serve customers in the aerospace and defense industries.

 

The preliminary allocation of the Suntron Acquisition's net purchase price resulted in no goodwill. The final allocation of the purchase price, which the Company expects to complete as soon as practical but no later than one year from the acquisition date, may differ from the amounts included in these financial statements. Management does not expect the adjustments resulting from the purchase price allocation, if any, to have a material effect on the Company's financial position or results of operations.

 

The following is an estimate of the purchase price for Suntron and the preliminary purchase price allocation (in thousands):

Purchase price paid$ 19,332
Cash acquired  (62)
Purchase price, net of cash received$ 19,270
   
Acquisition-related costs (included in restructuring charges and integration   
and acquisition-related costs for the year ended December 31, 2013)$ 328
   
Recognized amounts of identifiable assets acquired and liabilities assumed:  
Cash$ 62
Accounts receivable  11,561
Inventories  14,686
Other current assets  1,072
Property, plant and equipment  1,869
Other assets  255
Deferred income taxes  3,893
Current liabilities  (13,785)
Other long-term liabilities  (281)
Total identifiable net assets$ 19,332

Suntron's results of operations were included in the Company's consolidated statement of income beginning on June 3, 2013 which amounted to approximately $45.2 million in revenue for the year ended December 31, 2013. Suntron's net income during the year ended December 31, 2013 was not significant to the consolidated operating results of the Company.

 

On October 2, 2013, the Company acquired all of the outstanding common stock of CTS Electronics Manufacturing Solutions, Inc. and CTS Electronics Corporation (Thailand) Ltd., the full-service EMS segment of CTS Corporation (CTS), for $75 million (the CTS Acquisition). The acquired business has five locations (4 in North America and 1 in Asia) and approximately 1,000 employees. The CTS acquisition expands the Company's portfolio of customers in non-traditional and highly regulated markets and strengthens the depth and scope of the Company's new product express capabilities on the West Coast.

 

The preliminary allocation of the CTS Acquisition's net purchase price resulted in $6.8 million of goodwill. The final allocation of the purchase price, which the Company expects to complete as soon as practical but no later than one year from the acquisition date, may differ from the amounts included in these financial statements. Management does not expect the adjustments resulting from the purchase price allocation, if any, to have a material effect on the Company's financial position or results of operations.

The following is an estimate of the purchase price for CTS and the preliminary purchase price allocation (in thousands):

Purchase price paid$ 75,982
Cash acquired  (981)
Purchase price, net of cash received$ 75,001
   
Acquisition-related costs (included in restructuring charges and integration   
and acquisition-related costs for the year ended December 31, 2013)$ 1,936
   
Recognized amounts of identifiable assets acquired and liabilities assumed:  
Cash$ 981
Accounts receivable  32,408
Inventories  40,494
Other current assets  1,472
Property, plant and equipment  17,000
Goodwill  6,779
Customer relationships intangible  15,500
Other assets  129
Deferred income taxes  (2,094)
Current liabilities  (36,687)
Total identifiable net assets$ 75,982

CTS's results of operations were included in the Company's condensed consolidated statement of income beginning on October 2, 2013 which amounted to approximately $53.8 million in revenue for the year ended December 31, 2013. CTS's net income during the year ended December 31, 2013 was not significant to the consolidated operating results of the Company.

The following summary pro forma condensed consolidated financial information reflects the Suntron and CTS Acquisitions as if they had occurred on January 1, 2012 for purposes of the statements of income. This summary pro forma information is not necessarily representative of what the Company's results of operations would have been had these acquisitions in fact occurred on January 1, 2012 and is not intended to project the Company's results of operations for any future period.

 

Pro forma condensed consolidated financial information for the years ended December 31, 2013 and 2012 (unaudited):

    Year Ended December 31,
(in thousands) 2013 2012
Net sales$2,693,145$2,804,757
Net income$45,485$51,563