Merger and Divestiture (Tables)

9 Months Ended

Dec. 31, 2015

Schedule of Business Acquisitions, by Acquisition

The following amounts represent the preliminary determination (as of the Merger date) of the fair value of identifiable assets acquired and liabilities assumed in the Merger, including adjustments made to date during the one year measurement period from the date of the Merger:



Purchase Price:
Value of common shares issued to Orbital shareholders ⁽¹⁾	$	1,749,323
Value of replacement equity-based awards to holders of Orbital equity-based awards ⁽²⁾	8,654
Total purchase price	$	1,757,977

Value of assets acquired and liabilities assumed:
Cash	$	253,734
Net receivables	558,639
Net inventories	75,294
Intangibles	179,000
Property, plant and equipment	277,438
Deferred tax assets, net	62,466
Other assets	36,878
Goodwill	822,903
Accounts payable	(52,028		)
Contract fair value liabilities	(130,888		)
Other liabilities	(325,459		)
Total purchase price	$	1,757,977

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(1)	Equals 27.4 million Orbital ATK shares issued to Orbital shareholders multiplied by the Company's Merger-date share price of $63.94.


(2)	The fair value of replacement equity-based awards attributable to pre-Merger service was recorded as part of the consideration transferred in the Merger.

Business Acquisition, Pro Forma Information

The following unaudited supplemental pro forma data for the years ended March 31, 2015 and March 31, 2014 present consolidated information as if the Merger had been completed on April 1, 2013. The pro forma results were calculated by combining the results from continuing operations of the Company with the stand-alone results of Orbital for the pre-Merger periods, which were adjusted to eliminate historical sales between the companies and to account for certain costs which would have been incurred during this pre-Merger period:



	Year Ended March 31, 2015		Year Ended March 31, 2014
	As Restated		As Restated
Sales	$	4,167,728	$	4,165,628
Income (loss) from continuing operations	154,868		(56,847		)
Basic earnings (loss) per common share from continuing operations	$	2.46	$	(0.96	)
Diluted earnings (loss) per common share from continuing operations	2.43		(0.94		)

Business Acquisition, Pro Forma Information, Nonrecurring Adjustments

The unaudited supplemental pro forma data above includes the following significant adjustments made to account for certain costs which would have been incurred if the Merger had been completed on April 1, 2013, as adjusted for the applicable income tax impact:



	Year Ended March 31, 2015			Year Ended March 31, 2014
Amortization of acquired Orbital intangible assets ⁽¹⁾	$	27,215		$	31,116
Interest expense adjustment ⁽²⁾	(25,678		)	(19,237		)
Transaction fees for advisory, legal and accounting services ⁽³⁾	(37,119		)	37,119

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(1) Added the amortization of acquired Orbital intangible assets recognized at fair value in purchase accounting and eliminated historical Orbital intangible asset amortization expense.

(2) Reduced interest expense for the net reduction in debt of the Company and Orbital.

(3) Added transaction fees for advisory, legal and accounting services to the first quarter of fiscal 2014. Costs were recorded in general and administrative expense.