Acquisitions, Goodwill And Other Intangible Assets | 6 Months Ended |
Jun. 30, 2018 |
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, 2018 STLA In June 2018, the Company acquired 100 percent of the equity interests of ST.LA. S.R.L., (“STLA”), a manufacturer of bed lifts and other RV components for the European caravan market, headquartered in Pontedera, Italy. The preliminary purchase price was $14.8 million , net of cash acquired, paid at closing, and is subject to potential post-closing adjustments related to net working capital. 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 $ 14,845 Customer relationships and other identifiable intangible assets $ 7,000 Net tangible assets 2,280 Total fair value of net assets acquired $ 9,280 Goodwill (not tax deductible) $ 5,565 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. Hehr In February 2018, the Company acquired substantially all of the business assets of Hehr International Inc. (“Hehr”), a manufacturer of windows and tempered and laminated glass for the RV, transit, specialty vehicle and other adjacent industries, headquartered in Los Angeles, California. The preliminary purchase price was $50.1 million paid at closing, and is subject to potential post-closing adjustments related to net working capital. 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 $ 50,125 Customer relationships and other identifiable intangible assets $ 25,500 Net tangible assets 17,355 Total fair value of net assets acquired $ 42,855 Goodwill (tax deductible) $ 7,270 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. Taylor Made In January 2018, the Company acquired 100 percent of the equity interests of Taylor Made Group, LLC (“Taylor Made”), a marine supplier to boat builders and the aftermarket, as well as a key supplier to a host of other industrial end markets, headquartered in Gloversville, New York. The preliminary purchase price was $88.4 million , net of cash acquired, paid at closing, and is subject to potential post-closing adjustments related to net working capital. 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 $ 88,445 Customer relationships $ 25,000 Other identifiable intangible assets 7,000 Net tangible assets 42,133 Total fair value of net assets acquired $ 74,133 Goodwill (tax deductible) $ 14,312 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, 2017 Metallarte S.r.l. In June 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 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 $ 13,501 Contingent consideration 2,366 Total fair value of consideration given $ 15,867 Customer relationships $ 7,311 Other identifiable intangible assets 1,942 Net other liabilities (327 ) Total fair value of net assets acquired $ 8,926 Goodwill (not tax deductible) $ 6,941 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 $40.1 million paid at closing. 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 $ 40,062 Customer relationships $ 16,900 Other identifiable intangible assets 1,820 Net tangible assets 4,928 Total fair value of net assets acquired $ 23,648 Goodwill (tax deductible) $ 16,414 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 $6.5 million paid at closing, net of cash acquired, 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 acquisition of this business was recorded on the acquisition date as follows (in thousands) : Cash consideration, net of cash acquired $ 6,502 Contingent consideration 3,838 Total fair value of consideration given $ 10,340 Identifiable intangible assets $ 2,286 Net tangible assets 364 Total fair value of net assets acquired $ 2,650 Goodwill (not tax deductible) $ 7,690 Goodwill Goodwill by reportable segment was as follows: (In thousands) OEM Segment Aftermarket Segment Total Net balance – December 31, 2017 $ 109,641 $ 14,542 $ 124,183 Acquisitions – 2018 23,921 3,226 27,147 Other 501 — 501 Net balance – June 30, 2018 $ 134,063 $ 17,768 $ 151,831 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, 2018 : (In thousands) Gross Accumulated Net Estimated Useful Customer relationships $ 191,533 $ 49,131 $ 142,402 6 to 16 Patents 59,102 40,351 18,751 3 to 19 Trade names 16,440 5,715 10,725 3 to 15 Non-compete agreements 8,261 3,584 4,677 3 to 6 Other 309 125 184 2 to 12 Purchased research and development 4,687 — 4,687 Indefinite Other intangible assets $ 280,332 $ 98,906 $ 181,426 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 Trade names 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, 2017 : (In thousands) Gross Accumulated Net Estimated Useful Customer relationships $ 138,687 $ 42,276 $ 96,411 6 to 16 Patents 57,576 38,764 18,812 3 to 19 Trade names 10,995 5,381 5,614 3 to 15 Non-compete agreements 8,536 4,128 4,408 3 to 6 Other 309 109 200 2 to 12 Purchased research and development 4,687 — 4,687 Indefinite Other intangible assets $ 220,790 $ 90,658 $ 130,132 |
Acquisitions | ACQUISITIONS, GOODWILL AND OTHER INTANGIBLE ASSETS Acquisitions During the Six Months Ended June 30, 2018 STLA In June 2018, the Company acquired 100 percent of the equity interests of ST.LA. S.R.L., (“STLA”), a manufacturer of bed lifts and other RV components for the European caravan market, headquartered in Pontedera, Italy. The preliminary purchase price was $14.8 million , net of cash acquired, paid at closing, and is subject to potential post-closing adjustments related to net working capital. 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 $ 14,845 Customer relationships and other identifiable intangible assets $ 7,000 Net tangible assets 2,280 Total fair value of net assets acquired $ 9,280 Goodwill (not tax deductible) $ 5,565 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. Hehr In February 2018, the Company acquired substantially all of the business assets of Hehr International Inc. (“Hehr”), a manufacturer of windows and tempered and laminated glass for the RV, transit, specialty vehicle and other adjacent industries, headquartered in Los Angeles, California. The preliminary purchase price was $50.1 million paid at closing, and is subject to potential post-closing adjustments related to net working capital. 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 $ 50,125 Customer relationships and other identifiable intangible assets $ 25,500 Net tangible assets 17,355 Total fair value of net assets acquired $ 42,855 Goodwill (tax deductible) $ 7,270 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. Taylor Made In January 2018, the Company acquired 100 percent of the equity interests of Taylor Made Group, LLC (“Taylor Made”), a marine supplier to boat builders and the aftermarket, as well as a key supplier to a host of other industrial end markets, headquartered in Gloversville, New York. The preliminary purchase price was $88.4 million , net of cash acquired, paid at closing, and is subject to potential post-closing adjustments related to net working capital. 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 $ 88,445 Customer relationships $ 25,000 Other identifiable intangible assets 7,000 Net tangible assets 42,133 Total fair value of net assets acquired $ 74,133 Goodwill (tax deductible) $ 14,312 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, 2017 Metallarte S.r.l. In June 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 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 $ 13,501 Contingent consideration 2,366 Total fair value of consideration given $ 15,867 Customer relationships $ 7,311 Other identifiable intangible assets 1,942 Net other liabilities (327 ) Total fair value of net assets acquired $ 8,926 Goodwill (not tax deductible) $ 6,941 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 $40.1 million paid at closing. 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 $ 40,062 Customer relationships $ 16,900 Other identifiable intangible assets 1,820 Net tangible assets 4,928 Total fair value of net assets acquired $ 23,648 Goodwill (tax deductible) $ 16,414 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 $6.5 million paid at closing, net of cash acquired, 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 acquisition of this business was recorded on the acquisition date as follows (in thousands) : Cash consideration, net of cash acquired $ 6,502 Contingent consideration 3,838 Total fair value of consideration given $ 10,340 Identifiable intangible assets $ 2,286 Net tangible assets 364 Total fair value of net assets acquired $ 2,650 Goodwill (not tax deductible) $ 7,690 Goodwill Goodwill by reportable segment was as follows: (In thousands) OEM Segment Aftermarket Segment Total Net balance – December 31, 2017 $ 109,641 $ 14,542 $ 124,183 Acquisitions – 2018 23,921 3,226 27,147 Other 501 — 501 Net balance – June 30, 2018 $ 134,063 $ 17,768 $ 151,831 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, 2018 : (In thousands) Gross Accumulated Net Estimated Useful Customer relationships $ 191,533 $ 49,131 $ 142,402 6 to 16 Patents 59,102 40,351 18,751 3 to 19 Trade names 16,440 5,715 10,725 3 to 15 Non-compete agreements 8,261 3,584 4,677 3 to 6 Other 309 125 184 2 to 12 Purchased research and development 4,687 — 4,687 Indefinite Other intangible assets $ 280,332 $ 98,906 $ 181,426 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 Trade names 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, 2017 : (In thousands) Gross Accumulated Net Estimated Useful Customer relationships $ 138,687 $ 42,276 $ 96,411 6 to 16 Patents 57,576 38,764 18,812 3 to 19 Trade names 10,995 5,381 5,614 3 to 15 Non-compete agreements 8,536 4,128 4,408 3 to 6 Other 309 109 200 2 to 12 Purchased research and development 4,687 — 4,687 Indefinite Other intangible assets $ 220,790 $ 90,658 $ 130,132 |