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Acquisition Bid
9 Months Ended
Mar. 31, 2016
Acquisition Bid  
Acquisition Bid

 

4. Acquisition Bid

 

On January 12, 2016, we announced the terms of a recommended all cash offer (the “Offer”) for the share capital of KBC Advanced Technologies plc (“KBC”). Under the terms of the Offer (the “Acquisition Bid”), KBC shareholders would have received 185 Pence Sterling in cash for each share, which valued KBC at approximately £158 million. The Offer was conditioned on, among other things, KBC’s shareholder approval and the approval of the High Court of Justice of England and Wales.

 

The Offer was to have been funded by cash on hand of approximately $91.0 million and $140.0 million from a bridge credit agreement (the “Bridge Credit Agreement”) entered into on January 12, 2016 with JPMorgan Chase Bank, N.A. (“JPMCB”).  We deposited $91.0 million in escrow along with $23.1 million to fund potential foreign exchange fluctuations and $0.8 million for potential costs. On February 26, 2016, we entered into a credit agreement (the “Credit Agreement”), providing for a principal amount of up to $250.0 million (refer to Note 9 for further discussion of the Credit Agreement).  On the same day, we borrowed $140.0 million under the Credit Agreement and deposited the amount in the escrow account, and canceled the Bridge Credit Agreement.

 

On February 17, 2016, KBC announced it had agreed to accept an acquisition offer of 210 Pence Sterling per share from Yokogawa Electric Corporation (“Yokogawa”) and we announced we did not intend to revise our offer. On April 7, 2016, Yokogawa completed its acquisition of KBC and on April 8, 2016, $251.7 million was returned to us from the escrow account. During the three months ended March 31, 2016, a portion of the escrow balance was held in GBP for a period of time, which resulted in $3.4 million of foreign exchange losses and fees that were recognized in our results of operations as a component of other income (expense), net.  During the three and nine months ended March 31, 2016, we incurred $4.2 million and $5.2 million, respectively, of costs related to the Acquisition Bid and the Bridge Credit Agreement which were recognized in our results of operations as a component of general and administrative expenses.