Acquisitions, Goodwill And Other Intangible Assets | 6 Months Ended |
Jun. 30, 2017 |
Acquisitions, Goodwill And Other Intangible Assets [Abstract] | |
Goodwill And Other Intangible Assets | ACQUISITIONS, GOODWILL AND OTHER INTANGIBLE ASSETS Acquisitions During the Six Months Ended June 30, 2017 Metallarte S.r.l. On June 30, 2017, the Company acquired 100 percent of the equity interests of Metallarte S.r.l. (“Metallarte”), a manufacturer of entry and compartment doors for the European caravan market located near Siena, Italy, and its subsidiary, RV Doors, S.r.l., a manufacturer of driver-side doors located near Venice, Italy. The purchase price was $14.1 million paid at closing, plus contingent consideration based on future sales by this operation. The results of the acquired business have been included primarily in the Company’s OEM Segment and in the Condensed Consolidated Statements of Income since the acquisition date. The Company is validating account balances and finalizing the valuation for the acquisition. The acquisition of this business was preliminarily recorded on the acquisition date as follows (in thousands) : Cash consideration, net of cash acquired $ 13,501 Contingent consideration 2,366 Total fair value of consideration given $ 15,867 Customer relationships $ 7,000 Other identifiable intangible assets 2,150 Net tangible assets 167 Total fair value of net assets acquired $ 9,317 Goodwill (not tax deductible) $ 6,550 The customer relationships intangible asset is being amortized over its estimated useful life of 15 years . The consideration given was greater than the fair value of the net assets acquired, resulting in goodwill, because the Company anticipates the attainment of synergies and an increase in the markets for the acquired products. Lexington In May 2017, the Company acquired the business and certain assets of Lexington LLC (“Lexington”), a manufacturer of high quality seating solutions for the marine, RV, transportation, medical and office furniture industries located in Elkhart, Indiana. The purchase price was $40.0 million paid at closing. The results of the acquired business have been included primarily in the Company’s OEM Segment and in the Condensed Consolidated Statements of Income since the acquisition date. The Company is validating account balances and finalizing the valuation for the acquisition. The acquisition of this business was preliminarily recorded on the acquisition date as follows (in thousands) : Cash consideration $ 40,062 Customer relationships $ 16,900 Other identifiable intangible assets 1,830 Net tangible assets 5,001 Total fair value of net assets acquired $ 23,731 Goodwill (tax deductible) $ 16,331 The customer relationships intangible asset is being amortized over its estimated useful life of 15 years . The consideration given was greater than the fair value of the net assets acquired, resulting in goodwill, because the Company anticipates the attainment of synergies and an increase in the markets for the acquired products. Sessa Klein S.p.A. In February 2017, the Company acquired 100 percent of the outstanding shares of Sessa Klein S.p.A. (“Sessa Klein”), a manufacturer of highly engineered side window systems for both high speed and commuter trains, located near Varese, Italy. The purchase price was $8.5 million paid at closing, plus contingent consideration based on future sales by this operation. The results of the acquired business have been included primarily in the Company’s OEM Segment and in the Condensed Consolidated Statements of Income since the acquisition date. The Company is validating account balances and finalizing the valuation for the acquisition. The acquisition of this business was preliminarily recorded on the acquisition date as follows (in thousands) : Cash consideration net of cash acquired $ 6,502 Contingent consideration 4,922 Total fair value of consideration given $ 11,424 Customer relationships $ 3,189 Other identifiable intangible assets 1,329 Net tangible assets 585 Total fair value of net assets acquired $ 5,103 Goodwill (not tax deductible) $ 6,321 The customer relationships intangible asset is being amortized over its estimated useful life of 15 years . The consideration given was greater than the fair value of the net assets acquired, resulting in goodwill, because the Company anticipates the attainment of synergies and an increase in the markets for the acquired products. Acquisitions During the Six Months Ended June 30, 2016 Project 2000 S.r.l. In May 2016 , the Company acquired 100 percent of the equity interest of Project 2000 S.r.l. (“Project 2000”), a manufacturer of innovative, space-saving bed lifts and retractable steps, located near Florence, Italy. The purchase price was $18.8 million paid at closing, plus contingent consideration based on future sales by this operation. The results of the acquired business have been included primarily in the Company’s OEM Segment and in the Consolidated Statements of Income since the acquisition date. The acquisition of this business was recorded on the acquisition date as follows (in thousands) : Cash consideration net of cash acquired $ 16,618 Contingent consideration 1,322 Total fair value of consideration given $ 17,940 Customer relationships $ 9,696 Other identifiable intangible assets 6,141 Net other liabilities (3,482 ) Total fair value of net assets acquired $ 12,355 Goodwill (not tax deductible) $ 5,585 The customer relationships intangible asset is being amortized over its estimated useful life of 15 years . The consideration given was greater than the fair value of the net assets acquired, resulting in goodwill, because the Company anticipates the attainment of synergies and an increase in the markets for the acquired products. Flair Interiors In February 2016 , the Company acquired the business and certain assets of Flair Interiors, Inc. (“Flair”), a manufacturer of RV furniture located in Goshen, Indiana. The purchase price was $8.1 million paid at closing. The results of the acquired business have been included primarily in the Company’s OEM Segment and in the Condensed Consolidated Statements of Income since the acquisition date. The acquisition of this business was recorded on the acquisition date as follows (in thousands) : Cash consideration $ 8,100 Customer relationships $ 3,700 Net other assets 2,378 Total fair value of net assets acquired $ 6,078 Goodwill (tax deductible) $ 2,022 The customer relationships intangible asset is being amortized over its estimated useful life of 15 years . The consideration given was greater than the fair value of the net assets acquired, resulting in goodwill, because the Company anticipates the attainment of synergies and an increase in the markets for the acquired products. Highwater Marine Furniture In January 2016 , the Company acquired the business and certain assets of the pontoon furniture manufacturing operation of Highwater Marine, LLC (“Highwater”), a leading manufacturer of pontoon and other recreational boats located in Elkhart, Indiana. The purchase price was $10.0 million paid at closing. The results of the acquired business have been included primarily in the Company’s OEM Segment and in the Condensed Consolidated Statements of Income since the acquisition date. The acquisition of this business was recorded on the acquisition date as follows (in thousands) : Cash consideration $ 10,000 Customer relationships $ 8,100 Net tangible assets 1,307 Total fair value of net assets acquired $ 9,407 Goodwill (tax deductible) $ 593 The customer relationships intangible asset is being amortized over its estimated useful life of 15 years . The consideration given was greater than the fair value of the net assets acquired, resulting in goodwill, because the Company anticipates leveraging its existing experience and manufacturing capacity with respect to these product lines. Goodwill Goodwill by reportable segment was as follows: (In thousands) OEM Segment Aftermarket Segment Total Net balance – December 31, 2016 $ 74,663 $ 14,535 $ 89,198 Acquisitions – 2017 29,277 — 29,277 Other 3,793 7 3,800 Net balance – June 30, 2017 $ 107,733 $ 14,542 $ 122,275 Goodwill represents the excess of the total consideration given in an acquisition of a business over the fair value of the net tangible and identifiable intangible assets acquired. Goodwill is not amortized, but instead is tested at the reporting unit level for impairment annually in November, or more frequently if certain circumstances indicate a possible impairment may exist. Any change in the goodwill amounts resulting from foreign currency translations and purchase accounting adjustments are presented as “Other” in the above table. Other Intangible Assets Other intangible assets consisted of the following at June 30, 2017 : (In thousands) Gross Accumulated Net Estimated Useful Customer relationships $ 138,258 $ 37,190 $ 101,068 6 to 16 Patents 57,202 35,874 21,328 3 to 19 Tradenames 10,337 4,068 6,269 3 to 15 Non-compete agreements 8,354 3,046 5,308 3 to 6 Other 309 93 216 2 to 12 Purchased research and development 4,687 — 4,687 Indefinite Other intangible assets $ 219,147 $ 80,271 $ 138,876 Other intangible assets consisted of the following at December 31, 2016 : (In thousands) Gross Accumulated Net Estimated Useful Customer relationships $ 110,784 $ 32,414 $ 78,370 6 to 16 Patents 56,468 34,066 22,402 3 to 19 Tradenames 10,041 5,667 4,374 3 to 15 Non-compete agreements 5,852 2,975 2,877 3 to 6 Other 309 76 233 2 to 12 Purchased research and development 4,687 — 4,687 Indefinite Other intangible assets $ 188,141 $ 75,198 $ 112,943 |
Acquisitions | ACQUISITIONS, GOODWILL AND OTHER INTANGIBLE ASSETS Acquisitions During the Six Months Ended June 30, 2017 Metallarte S.r.l. On June 30, 2017, the Company acquired 100 percent of the equity interests of Metallarte S.r.l. (“Metallarte”), a manufacturer of entry and compartment doors for the European caravan market located near Siena, Italy, and its subsidiary, RV Doors, S.r.l., a manufacturer of driver-side doors located near Venice, Italy. The purchase price was $14.1 million paid at closing, plus contingent consideration based on future sales by this operation. The results of the acquired business have been included primarily in the Company’s OEM Segment and in the Condensed Consolidated Statements of Income since the acquisition date. The Company is validating account balances and finalizing the valuation for the acquisition. The acquisition of this business was preliminarily recorded on the acquisition date as follows (in thousands) : Cash consideration, net of cash acquired $ 13,501 Contingent consideration 2,366 Total fair value of consideration given $ 15,867 Customer relationships $ 7,000 Other identifiable intangible assets 2,150 Net tangible assets 167 Total fair value of net assets acquired $ 9,317 Goodwill (not tax deductible) $ 6,550 The customer relationships intangible asset is being amortized over its estimated useful life of 15 years . The consideration given was greater than the fair value of the net assets acquired, resulting in goodwill, because the Company anticipates the attainment of synergies and an increase in the markets for the acquired products. Lexington In May 2017, the Company acquired the business and certain assets of Lexington LLC (“Lexington”), a manufacturer of high quality seating solutions for the marine, RV, transportation, medical and office furniture industries located in Elkhart, Indiana. The purchase price was $40.0 million paid at closing. The results of the acquired business have been included primarily in the Company’s OEM Segment and in the Condensed Consolidated Statements of Income since the acquisition date. The Company is validating account balances and finalizing the valuation for the acquisition. The acquisition of this business was preliminarily recorded on the acquisition date as follows (in thousands) : Cash consideration $ 40,062 Customer relationships $ 16,900 Other identifiable intangible assets 1,830 Net tangible assets 5,001 Total fair value of net assets acquired $ 23,731 Goodwill (tax deductible) $ 16,331 The customer relationships intangible asset is being amortized over its estimated useful life of 15 years . The consideration given was greater than the fair value of the net assets acquired, resulting in goodwill, because the Company anticipates the attainment of synergies and an increase in the markets for the acquired products. Sessa Klein S.p.A. In February 2017, the Company acquired 100 percent of the outstanding shares of Sessa Klein S.p.A. (“Sessa Klein”), a manufacturer of highly engineered side window systems for both high speed and commuter trains, located near Varese, Italy. The purchase price was $8.5 million paid at closing, plus contingent consideration based on future sales by this operation. The results of the acquired business have been included primarily in the Company’s OEM Segment and in the Condensed Consolidated Statements of Income since the acquisition date. The Company is validating account balances and finalizing the valuation for the acquisition. The acquisition of this business was preliminarily recorded on the acquisition date as follows (in thousands) : Cash consideration net of cash acquired $ 6,502 Contingent consideration 4,922 Total fair value of consideration given $ 11,424 Customer relationships $ 3,189 Other identifiable intangible assets 1,329 Net tangible assets 585 Total fair value of net assets acquired $ 5,103 Goodwill (not tax deductible) $ 6,321 The customer relationships intangible asset is being amortized over its estimated useful life of 15 years . The consideration given was greater than the fair value of the net assets acquired, resulting in goodwill, because the Company anticipates the attainment of synergies and an increase in the markets for the acquired products. Acquisitions During the Six Months Ended June 30, 2016 Project 2000 S.r.l. In May 2016 , the Company acquired 100 percent of the equity interest of Project 2000 S.r.l. (“Project 2000”), a manufacturer of innovative, space-saving bed lifts and retractable steps, located near Florence, Italy. The purchase price was $18.8 million paid at closing, plus contingent consideration based on future sales by this operation. The results of the acquired business have been included primarily in the Company’s OEM Segment and in the Consolidated Statements of Income since the acquisition date. The acquisition of this business was recorded on the acquisition date as follows (in thousands) : Cash consideration net of cash acquired $ 16,618 Contingent consideration 1,322 Total fair value of consideration given $ 17,940 Customer relationships $ 9,696 Other identifiable intangible assets 6,141 Net other liabilities (3,482 ) Total fair value of net assets acquired $ 12,355 Goodwill (not tax deductible) $ 5,585 The customer relationships intangible asset is being amortized over its estimated useful life of 15 years . The consideration given was greater than the fair value of the net assets acquired, resulting in goodwill, because the Company anticipates the attainment of synergies and an increase in the markets for the acquired products. Flair Interiors In February 2016 , the Company acquired the business and certain assets of Flair Interiors, Inc. (“Flair”), a manufacturer of RV furniture located in Goshen, Indiana. The purchase price was $8.1 million paid at closing. The results of the acquired business have been included primarily in the Company’s OEM Segment and in the Condensed Consolidated Statements of Income since the acquisition date. The acquisition of this business was recorded on the acquisition date as follows (in thousands) : Cash consideration $ 8,100 Customer relationships $ 3,700 Net other assets 2,378 Total fair value of net assets acquired $ 6,078 Goodwill (tax deductible) $ 2,022 The customer relationships intangible asset is being amortized over its estimated useful life of 15 years . The consideration given was greater than the fair value of the net assets acquired, resulting in goodwill, because the Company anticipates the attainment of synergies and an increase in the markets for the acquired products. Highwater Marine Furniture In January 2016 , the Company acquired the business and certain assets of the pontoon furniture manufacturing operation of Highwater Marine, LLC (“Highwater”), a leading manufacturer of pontoon and other recreational boats located in Elkhart, Indiana. The purchase price was $10.0 million paid at closing. The results of the acquired business have been included primarily in the Company’s OEM Segment and in the Condensed Consolidated Statements of Income since the acquisition date. The acquisition of this business was recorded on the acquisition date as follows (in thousands) : Cash consideration $ 10,000 Customer relationships $ 8,100 Net tangible assets 1,307 Total fair value of net assets acquired $ 9,407 Goodwill (tax deductible) $ 593 The customer relationships intangible asset is being amortized over its estimated useful life of 15 years . The consideration given was greater than the fair value of the net assets acquired, resulting in goodwill, because the Company anticipates leveraging its existing experience and manufacturing capacity with respect to these product lines. Goodwill Goodwill by reportable segment was as follows: (In thousands) OEM Segment Aftermarket Segment Total Net balance – December 31, 2016 $ 74,663 $ 14,535 $ 89,198 Acquisitions – 2017 29,277 — 29,277 Other 3,793 7 3,800 Net balance – June 30, 2017 $ 107,733 $ 14,542 $ 122,275 Goodwill represents the excess of the total consideration given in an acquisition of a business over the fair value of the net tangible and identifiable intangible assets acquired. Goodwill is not amortized, but instead is tested at the reporting unit level for impairment annually in November, or more frequently if certain circumstances indicate a possible impairment may exist. Any change in the goodwill amounts resulting from foreign currency translations and purchase accounting adjustments are presented as “Other” in the above table. Other Intangible Assets Other intangible assets consisted of the following at June 30, 2017 : (In thousands) Gross Accumulated Net Estimated Useful Customer relationships $ 138,258 $ 37,190 $ 101,068 6 to 16 Patents 57,202 35,874 21,328 3 to 19 Tradenames 10,337 4,068 6,269 3 to 15 Non-compete agreements 8,354 3,046 5,308 3 to 6 Other 309 93 216 2 to 12 Purchased research and development 4,687 — 4,687 Indefinite Other intangible assets $ 219,147 $ 80,271 $ 138,876 Other intangible assets consisted of the following at December 31, 2016 : (In thousands) Gross Accumulated Net Estimated Useful Customer relationships $ 110,784 $ 32,414 $ 78,370 6 to 16 Patents 56,468 34,066 22,402 3 to 19 Tradenames 10,041 5,667 4,374 3 to 15 Non-compete agreements 5,852 2,975 2,877 3 to 6 Other 309 76 233 2 to 12 Purchased research and development 4,687 — 4,687 Indefinite Other intangible assets $ 188,141 $ 75,198 $ 112,943 |