Acquisitions | Acquisitions Sport Truck, USA, Inc. On March 31, 2014, the Company acquired certain assets and assumed certain liabilities of Sport Truck. The transaction was accounted for as a business combination. The Company paid cash of $40,770 , plus the effective settlement of trade receivables in the amount of $473 . In addition, certain members of Sport Truck’s executive management team agreed to refund up to $1,432 of the proceeds from the sale, on a graduated basis, if they terminate employment prior to March 31, 2017. As a result, such payments have been excluded from the acquisition consideration, and will be recognized as compensation expense over the expected three year service period. In the three and six months ended June 30, 2015 , the Company recognized $122 and $240 of acquisition related compensation expense, respectively, related to the arrangement, which is recorded as a component of fair value adjustment of contingent consideration and acquisition related compensation in the accompanying condensed consolidated statements of income. As of June 30, 2015 , prepaid compensation of $476 and $351 is included in prepaids and other current assets and other assets, respectively, in the accompanying condensed consolidated balance sheet. The Company agreed to total contingent consideration of up to $29,295 upon achievement of adjusted earnings before interest, taxes, depreciation and amortization ("EBITDA") targets of the acquired business through 2016, subject to adjustments defined in the asset purchase agreement. Performance compared to the targets is measured annually over a three year period, and payment of the contingent consideration will be made upon final determination of the adjusted EBITDA for each year. The estimated acquisition date fair value of the contingent consideration was $19,035 , based on a Black-Scholes model, and is included in the computation of total consideration. As of June 30, 2015, $7,854 of contingent consideration has been paid under this arrangement. See Note 9 - Fair Value Measurements . The Company’s allocation of the purchase price to the net tangible and intangible assets acquired and liabilities assumed is as follows: Fair market values Tangible assets acquired and liabilities assumed $ 13,046 Intangible assets 35,270 Goodwill 11,962 Total $ 60,278 The values assigned to the identifiable intangible assets were determined by discounting the estimated future cash flows associated with these assets to their present value. The goodwill of $11,962 reflects the strategic fit of Sport Truck with the Company’s operations. Sport Truck is well-aligned with the Company’s mission of improving vehicle performance, delivering best in-class service, and entering into strategic and adjacent markets. The Company will amortize the acquired customer relationships asset over its expected useful life of 15 years. Trademarks, brand names and goodwill are expected to have an indefinite life, and will be subject to impairment testing. The goodwill is expected to be deductible for income tax purposes. The Company incurred $ 222 and $1,247 of transaction costs in conjunction with the Sport Truck acquisition for the three and six months ended June 30, 2014 , and $0 and $34 for the three and six months ended 2015 , respectively which is included in general and administrative expense in the accompanying condensed consolidated statements of income. Race Face Performance and Easton Cycling Businesses On December 12, 2014, the Company acquired certain assets and assumed certain liabilities of Race Face/Easton, which was engaged in the design, manufacture, and global distribution of performance mountain and road bike wheels and other performance cycling components including cranks, bars, stems, and seat posts. In connection with the acquisition, the Company paid approximately $30,168 . The acquisition was financed with debt and includes a potential earn-out opportunity of up to a maximum of CAD $19,500 , or approximately $15,795 US dollars at the exchange rate in effect at June 30, 2015 , contingent upon continued employment and the achievement of certain performance-based financial targets through October 2016. In the three and six months ended June 30, 2015 , the Company recognized $2,221 and $4,111 , respectively, of acquisition related compensation related to the earn-out opportunity, which is recorded as a component of fair value adjustment of contingent consideration and acquisition related compensation in the accompanying condensed consolidated statements of income. The Company incurred $135 and $540 of acquisition related costs in conjunction with the Race Face/Easton acquisition for the three and six months ended June 30, 2015 , respectively, which is included in general and administrative expense in the accompanying condensed consolidated statements of income. The allocation of the purchase price to the assets acquired and liabilities assumed is preliminary, subject to the completion of the Company's validation of working capital and completion of its intangible valuation procedures, with the assistance of specialists. Goodwill acquired is expected to be deductible for income tax purposes. |