Quarterly report pursuant to Section 13 or 15(d)

Acquisitions

v2.4.0.8
Acquisitions
 9 Months Ended
May 31, 2014
Business Combinations [Abstract]  
Acquisitions
Acquisitions
Acquisitions result in the recognition of goodwill in the Company’s consolidated financial statements because their purchase price reflects the future earnings and cash flow potential of these companies, as well as the complementary strategic fit and resulting synergies these businesses are expected to bring to existing operations. The Company makes an initial allocation of the purchase price at the date of a business acquisition, based upon its understanding of the fair value of the acquired assets and assumed liabilities. The Company obtains this information during due diligence and through other sources. If additional information is obtained about these assets and liabilities within the measurement period (not to exceed one year from the date of acquisition), including through asset appraisals and learning more about the newly acquired business, the Company will refine its estimates of fair value.
Fiscal 2014
The Company acquired Hayes Industries Ltd. ("Hayes") on May 23, 2014 for $30.5 million plus up to $4.0 million of potential contingent consideration. This Industrial segment acquisition is headquartered in Sugarland, Texas and maintains a leading position in the concrete pre- and post-tensioning products market. Its products include patented encapsulated anchor systems, wedges and customized extruded cables. The purchase price allocation resulted in the recognition of $15.0 million of goodwill (which is deductible for tax purposes) and $10.6 million of intangible assets, including $5.0 million of patents, $3.3 million of customer relationships, $2.0 million of tradenames and $0.3 million for non-compete agreements.
Fiscal 2013
The Company acquired Viking SeaTech ("Viking") for $235.4 million on August 27, 2013. This Energy segment acquisition expanded the segment's geographic presence, technologies and services provided to the global offshore oil & gas industry. Headquartered in Aberdeen, Scotland, Viking is a support specialist providing a comprehensive range of equipment and services. Viking serves customers globally with primary markets in the North Sea (U.K. and Norway) and Australia. The majority of Viking's revenue is derived from offshore vessel mooring solutions which include design, rental, installation and inspection. Viking also provides survey and other marine services to offshore operators, drillers and energy asset owners. The purchase price allocation of the Viking acquisition resulted in the recognition of $87.7 million of goodwill (which is not deductible for tax purposes) and $65.4 million of intangible assets, including $40.5 million of customer relationships and $24.9 million of tradenames.
The following unaudited pro forma results of operations of the Company for the three and nine months ended May 31, 2014 and 2013, give effect to the Viking and Hayes acquisitions as though the transaction and related financing activities had occurred on September 1, 2012 (in thousands, except per share amounts):
 
Three Months Ended May 31,
 
Nine Months Ended May 31,
 
2014
 
2013
 
2014
 
2013
Net sales

 

 

 

As reported
$
378,187

 
$
344,205

 
$
1,045,513

 
$
952,482

Pro forma
384,835

 
368,944

 
1,065,566

 
1,034,779

Earnings from continuing operations

 

 

 

As reported
$
50,557

 
$
46,077

 
$
105,866

 
$
102,462

Pro forma
50,931

 
46,184

 
106,647

 
105,929

Basic earnings per share from continuing operations

 

 

 

As reported
$
0.72

 
$
0.63

 
$
1.47

 
$
1.40

Pro forma
0.72

 
0.63

 
1.48

 
1.45

Diluted earnings per share from continuing operations

 

 

 

As reported
$
0.70

 
$
0.62

 
$
1.44

 
$
1.38

Pro forma
0.71

 
0.62

 
1.45

 
1.42