Annual report pursuant to Section 13 and 15(d)

Business Acquisitions

v2.4.0.6
Business Acquisitions
12 Months Ended
Sep. 30, 2012
Business Acquisitions  
Business Acquisitions

3.              Business Acquisitions

 

Over the past two years we completed two significant business acquisitions in alignment with our long-term value creation strategy.  We completed the acquisition of K-Tron on April 1, 2010, for an aggregate purchase price of $435.2.  This resulted in a net cash purchase price of $369.0 when adjusted for cash acquired and debt assumed.  We utilized $375.0 of borrowings under our revolving credit facility and cash on hand to finance the acquisition.

 

We completed the acquisition of Rotex on August 31, 2011, for an aggregate purchase price of $248.1.  This resulted in a net cash purchase price of $240.4 when adjusted for cash acquired.  We utilized $159.0 of borrowings under our revolving credit facility and cash on hand to finance the acquisition.

 

The following table summarizes the fair values of the assets acquired and liabilities assumed for the Rotex and K-Tron acquisitions discussed above:

 

 

 

Rotex

 

K-Tron

 

 

 

August 31, 2011

 

April 1, 2010

 

Cash and cash equivalents

 

$

7.7

 

$

66.2

 

Current assets, excluding cash and cash equivalents

 

28.0

 

67.2

 

Property, plant, and equipment

 

8.8

 

30.0

 

Identifiable intangible assets

 

118.8

 

218.7

 

Goodwill

 

109.1

 

185.8

 

Other noncurrent assets

 

 

4.7

 

Total assets acquired

 

272.4

 

572.6

 

 

 

 

 

 

 

Current liabilities

 

17.0

 

48.1

 

Debt

 

 

7.0

 

Deferred income taxes

 

5.8

 

81.9

 

Other long-term liabilities

 

1.5

 

0.4

 

Total liabilities assumed

 

24.3

 

137.4

 

Aggregate purchase price

 

$

248.1

 

$

435.2

 

 

Amounts assigned to identifiable intangible assets are being amortized on a straight-line basis over their estimated useful lives.  The amounts assigned at the time of each acquisition and their useful lives were:

 

 

 

Rotex
Fair Values
August 31, 2011

 

K-Tron
Fair Values
April 1, 2010

 

Estimated
Useful Lives (years)

 

Trade names

 

$

26.0

 

$

50.6

 

Indefinite

 

Customer relationships

 

82.1

 

150.3

 

17 - 21

 

Technology, including patents

 

7.4

 

16.1

 

5-10

 

Backlog

 

3.3

 

1.7

 

< 1

 

Total identifiable intangible assets

 

$

118.8

 

$

218.7

 

 

 

 

The unaudited pro forma information for the periods set forth below gives effect to the Rotex and K-Tron acquisitions as if they had occurred at the beginning of the annual periods presented.  It includes adjustments for additional interest expense, depreciation, and amortization, and excludes business acquisition costs and the effects of fair value adjustments to inventory and backlog.  The pro forma information is presented for informational purposes only and is not necessarily indicative of the results of operations that actually would have been achieved had the acquisitions been consummated as of that time.

 

 

 

Fiscal Year Ended
September 30, 2011

 

Pro forma net revenue

 

$

973.8

 

Pro forma net income

 

117.5

 

Pro forma diluted earnings per share

 

1.90

 

 

We entered into a definitive agreement on October 16, 2012, to acquire privately held Coperion for an estimated purchase price of €423, which includes the assumption of an estimated €91 of net debt and approximately  €100 of pension liabilities.

 

We incurred $4.2 and $6.3 of business acquisition costs associated with these acquisitions in the years ended September 30, 2012 and 2011.

 

Batesville completed an acquisition in fiscal year 2012 with a net purchase price of $5.4 consisting of primarily intangible assets.