2. Acquisitions

Fiscal 2016 Acquisitions

During fiscal 2016, the Company acquired two businesses with aggregated annualized sales of approximately $120.0 million for an aggregate purchase price of $36.4 million. The Company paid cash of $19.7 million, net of cash acquired, for such acquisitions in fiscal 2016. The Company has not disclosed the pro-forma impact of the fiscal 2016 acquisitions, as such impact was not material to the Company’s consolidated financial position or results of operations. During fiscal 2016, there were no material measurement period adjustments for such acquisitions.

Historical Acquisitions

The Company had no acquisitions in fiscal 2015. During fiscal 2014, the Company acquired three businesses with historical annualized sales of approximately $492.0 million (unaudited). Cash paid for acquisitions during fiscal 2014 was $116.9 million, net of cash acquired. The Company has not disclosed the pro-forma impact of the fiscal 2014 acquisitions as such impact was not material to the Company’s consolidated financial position or results of operations. During fiscal 2014 and fiscal 2015, there were no material measurement period adjustments for the fiscal 2014 acquisitions.

The aggregate consideration, excluding cash acquired, for the fiscal 2014 acquisitions was $219.7 million, which consisted of the following (in thousands):


Cash paid	$	181,645
Contingent consideration		38,081
Total consideration	$	219,726

The contingent consideration arrangements stipulate that the Company pay up to a maximum of approximately $50.0 million of additional consideration to the former shareholders of the acquired businesses based upon the achievement of certain future operating results. The Company estimated the fair value of the contingent consideration of $38.1 million at the acquisition date using an income approach, which is based on significant inputs, primarily forecasted future operating results of the acquired businesses, not observable in the market and thus represents a Level 3 measurement as defined in ASC 820. The Company adjusts the fair value of contingent consideration through operating expenses if there are changes to the inputs used in the income approach and as a result of the passage of time.

The following table presents the purchase price allocation for fiscal 2014 acquisitions:


	Acquisition
	Method Values
	(Thousands)
Cash	$	64,763
Receivables		36,216
Inventories		95,202
Other current assets		6,597
Property, plant and equipment and other non-current assets		28,155
Intangible assets		53,502
Total identifiable assets acquired		284,435

Accounts payable, accrued liabilities and other current liabilities		(66,848)
Short-term debt		(45,942)
Other long-term liabilities		(14,535)
Total identifiable liabilities assumed		(127,325)
Net identifiable assets acquired		157,110
Goodwill		62,616
Net assets acquired	$	219,726

Goodwill of $52.0 million was assigned to the EM reportable segment and goodwill of $10.6 million was assigned to the TS reportable segment. The goodwill recognized is attributable primarily to expected synergies of the acquired businesses. The amount of goodwill that is expected to be deductible for income tax purposes is not material.

The Company has recognized restructuring, integration and other expenses associated with fiscal 2014 and 2016 acquisitions which are described further in Note 17.

Fiscal 2017 Potential Acquisition

In July 2016, subsequent to the end of fiscal 2016, the Company publicly announced an offer to acquire all of the outstanding and to be issued share capital of Premier Farnell plc, a public limited company organized under English law, in exchange for £1.85 per share, representing a purchase price offer of approximately £691 million.

To provide financing in connection with such offer, in July 2016, the Company entered into a Senior Unsecured Bridge Credit Agreement (the “Bridge Credit Agreement”). The Bridge Credit Agreement provides for a single borrowing of (i) tranche A-1 bridge loans of up to £557.0 million and tranche B bridge loans of up to $250.0 million, each with a maturity date of 364 days from the date of borrowing, and (ii) tranche A-2 bridge loans of up to £150.0 million, with a maturity date of 90 days from the date of borrowing. The Company’s ability to borrow under the Bridge Credit Agreement is subject to customary limited conditionality. Borrowings under the Bridge Credit Agreement will bear interest at a variable interest rate.