Hillenbrand, Inc. Quarterly report pursuant to Section 13 or 15(d)

Quarterly report pursuant to Section 13 or 15(d)

Business Acquisitions (Tables)

Business Acquisitions (Tables)

3 Months Ended

Dec. 31, 2019

The following table provides the results of operations for Milacron included in Hillenbrand’s Consolidated Statements of Operations for the current period:



	Three Months Ended December 31, 2019
Net revenue	$	133.3
Income before income taxes	0.7

The following table summarizes the aggregate purchase price consideration to acquire Milacron:



Cash consideration paid to Milacron stockholders	$	835.9
Repayment of Milacron debt, including accrued interest	772.9
Cash consideration paid to settle outstanding share-based equity awards	34.2
Total cash consideration	1,643.0
Fair value of Hillenbrand common stock issued to Milacron stockholders ⁽¹⁾	356.9
Stock consideration issued to settle outstanding share-based equity awards ⁽¹⁾	14.4
Total consideration transferred	2,014.3
Portion of cash settlement of outstanding share-based equity awards recognized as expense ⁽²⁾	(14.1		)
Portion of stock settlement of outstanding share-based equity awards recognized as expense ⁽²⁾	(5.9		)
Total purchase price consideration	$	1,994.3

⁽¹⁾

The fair value of the 11.4 million shares of Hillenbrand’s common stock issued as of the acquisition date was determined based on a per share price of $31.26, which was the closing price of the Hillenbrand’s common stock on November 20, 2019, the last trading day before the acquisition closed on November 21, 2019. This includes a nominal amount of cash paid in lieu of fractional shares. Additionally, 0.5 million shares of Hillenbrand’s common stock were issued to settle certain of Milacron’s outstanding share-based equity awards, as previously discussed.

⁽²⁾

In total, $20.0 was immediately recognized as expense within operating expenses on the Consolidated Statements of Operations during the three months ended December 31, 2019, which represents the portion of the fair value of outstanding share-based equity awards that was not associated with pre-acquisition service of Milacron employees, as previously discussed.

Schedule of Recognized Identified Assets Acquired and Liabilities Assumed

The following table summarizes preliminary estimates of fair values of the assets acquired and liabilities assumed as of the acquisition date:



	November 21, 2019
Assets acquired:
Cash and cash equivalents	$	125.8
Trade receivables	135.5
Inventories	288.7
Prepaid expense and other current assets	64.3
Property, plant, and equipment	262.9
Operating lease right-of-use assets	41.3
Identifiable intangible assets	865.0
Goodwill	666.5
Other long-term assets	22.6
Total assets acquired	2,472.6

Liabilities assumed:
Trade accounts payable	110.2
Liabilities from long-term manufacturing contracts and advances	32.7
Accrued compensation	23.2
Other current liabilities	72.2
Accrued pension and postretirement healthcare	29.4
Deferred income taxes	166.3
Operating lease liabilities - long-term	31.2
Other long-term liabilities	13.1
Total liabilities assumed	478.3

Total purchase price consideration	$	1,994.3

The preliminary amounts allocated to intangible assets are as follows:



	Gross Carrying Amount		Weighted-Average Useful Life
Customer relationships	$	555.0	19 years
Trade names	205.0		Indefinite
Technology, including patents	95.0		10 years
Backlog	10.0		3 months
Total	$	865.0

Schedule of Business Acquisition Pro Forma Information

The supplemental pro forma financial information for the periods presented is as follows:



	Three Months Ended December 31,
	2019		2018
Net revenue	$	682.6	$	699.9
Net income attributable to Hillenbrand	20.6		30.9

Net income attributable to Hillenbrand — per share of common stock:
Basic earnings per share	$	0.27	$	0.41
Diluted earnings per share	0.27		0.41