Graco Inc.

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SEC Filings

10-K
GRACO INC filed this Form 10-K on 02/17/2015
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Purchase consideration was allocated to assets acquired and liabilities assumed based on estimated fair values as follows (in thousands):

 

            
 

Cash and cash equivalents

   $ 1,929  
 

Accounts receivable

     9,821  
 

Inventories

     9,565  
 

Other current assets

     343  
 

Property, plant and equipment

     1,047  
 

Other non-current assets

     225  
 

Identifiable intangible assets

     30,348  
 

Goodwill

     73,445  
    

 

 

 

Total assets acquired

  126,723  

Current liabilities assumed

  (3,291)   

Deferred income taxes

  (6,266)   
    

 

 

 

Net assets acquired

$ 117,166  
    

 

 

 

None of the goodwill acquired with Alco is deductible for tax purposes.

Identifiable intangible assets and estimated useful life are as follows (dollars in thousands):

 

                  
            Estimated
Life (years)
  

Customer relationships

   $ 22,883      10   

Trade names

     7,465      Indefinite   
  

 

 

       

Total identifiable intangible assets

$ 30,348  
  

 

 

       

In the first quarter of 2014, the Company paid $65 million cash to acquire a manufacturer of fluid management solutions for environmental monitoring and remediation, markets where Graco had little or no previous exposure. The acquired business expands and complements the Company’s Industrial segment. The purchase price was allocated based on estimated fair values, including $37 million of goodwill, $22 million of other identifiable intangible assets and $6 million of net tangible assets.

In April 2012, the Company completed the purchase of the finishing businesses of Illinois Tool Works Inc. The acquisition included finishing equipment operations, technologies and brands of the Powder Finishing and Liquid Finishing businesses. Results of the Powder Finishing businesses have been included in the Industrial segment since the date of acquisition. Pursuant to a March 2012 order, the Liquid Finishing businesses were to be held separate from the rest of Graco’s businesses while the FTC considered a settlement with Graco and determined which portions of the Liquid Finishing business Graco must divest.

The Company transferred cash purchase consideration of $660 million to the seller on April 2, 2012. In July 2012, the Company transferred additional cash purchase consideration of $8 million, representing the difference between cash balances acquired and the amount estimated at the time of closing. In 2013, the seller reimbursed Graco approximately $5 million for payments of pre-acquisition tax liabilities paid by Liquid Finishing businesses after the acquisition date. This reimbursement was recorded as a reduction of the cost-method investment.

 

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