Acquisitions

12 Months Ended

Dec. 31, 2015

Business Combinations [Abstract]

Business Combination Disclosure Text Block

Note 2—Acquisitions

On November 12, 2015, the Company acquired all of the outstanding common stock of Secure Communication Systems, Inc. and its subsidiaries (collectively referred to as Secure Technology or Secure) (the Secure Acquisition)for a purchase price of $230 million subject to a working capital adjustment. Secure Technology is a leading provider of customized high performance electronics, sub-systems, and component solutions for mission critical applications. The transaction was financed with borrowings under the Company’s new term loan facility.

The preliminary allocation of the Secure Acquisition’s net purchase price resulted in $153.3 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 adjustments, if any, resulting from changes to the purchase price allocation, 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 Secure and the preliminary purchase price allocation (in thousands):

Purchase price paid	$	230,504
Cash acquired		(922)
Purchase price, net of cash received	$	229,582
Acquisition-related costs for 2015	$	4,527
Recognized amounts of identifiable assets acquired and liabilities assumed:
Cash	$	922
Accounts receivable		12,839
Inventories		16,020
Other current assets		1,569
Property, plant and equipment		2,048
Other assets		97
Trade names and trademarks intangible		7,800
Technology licenses intangible		15,500
Customer relationships intangible		67,100
Goodwill		153,320
Current liabilities		(16,714)
Long-term debt		(24)
Other long-term liabilities		(800)
Deferred income taxes		(29,173)
Total identifiable net assets	$	230,504

On June 3, 2013, the Company acquired all of the outstanding common stock of Suntron Corporation (the Suntron Acquisition) for $18.5 million in cash, as adjusted in accordance with the acquisition agreement. The allocation of the Suntron Acquisition net purchase price resulted in no goodwill. The final allocation of the purchase price, which the Company completed in June 2014, reflects a $0.8 million purchase price adjustment received during the quarter ended June 30, 2014.

The purchase price paid for Suntron has been allocated as follows (in thousands):

Purchase price paid	$	18,582
Cash acquired		(62)
Purchase price, net of cash received	$	18,520
Recognized amounts of identifiable assets acquired and liabilities assumed:
Cash	$	62
Accounts receivable		11,561
Inventories		14,570
Other current assets		1,072
Property, plant and equipment		1,437
Other assets		255
Deferred income taxes		3,893
Current liabilities		(13,987)
Other long-term liabilities		(281)
Total identifiable net assets	$	18,582

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 final allocation of the CTS Acquisition net purchase price resulted in $8.1 million of goodwill. The purchase price paid for CTS has been allocated as follows (in thousands):

Purchase price paid	$	75,982
Cash acquired		(981)
Purchase price, net of cash received	$	75,001
Integration costs for 2015	$	1,029
Recognized amounts of identifiable assets acquired and liabilities assumed:
Cash	$	981
Accounts receivable		32,480
Inventories		40,494
Other current assets		1,472
Property, plant and equipment		15,175
Goodwill		8,058
Customer relationships intangible		15,500
Other assets		129
Deferred income taxes		(1,620)
Current liabilities		(36,687)
Total identifiable net assets	$	75,982

The following summary pro forma condensed consolidated financial information reflects the Secure Acquisition as if it had occurred on January 1, 2014 and the Suntron and CTS Acquisitions as if they had occurred on January 1, 2013 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 of 2014 and 2013, and is not intended to project the Company’s results of operations for any future period.

Pro forma condensed consolidated financial information for 2015, 2014 and 2013 (unaudited):

		Year Ended December 31,
(in thousands)		2015		2014		2013
Net sales	$	2,622,246	$	2,896,638	$	2,693,145
Net income	$	95,595	$	80,025	$	45,271