Annual report pursuant to Section 13 and 15(d)

Note 15 - Business combination

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Note 15 - Business combination
 12 Months Ended
Jan. 01, 2012
Business Combination Disclosure [Text Block]
15.
Business combination

On August 31, 2011, the Company completed its acquisition of 100% of the outstanding common shares of ZF Array Technology, Incorporated (“ZF Array”), a privately held electronics manufacturing services provider based in San Jose, California. The acquisition increases manufacturing and engineering capabilities in the region and diversifies the revenue base. In accordance with ASC Topic 805, this acquisition was accounted for as a business combination.

The results of ZF Array’s operations were included in the Company’s consolidated financial results beginning on September 1, 2011.

The Company paid $4 million in cash and accrued $2.4 million upon acquisition for contingent consideration. Contingent consideration is based on financial performance of the acquired company’s operations for a 24-month period following the acquisition date, to a maximum of $2.4 million.

Acquisition related expenses for the period ended January 1, 2012 were $87 on the consolidated statement of operations.

The recognized amounts of identifiable assets acquired and liabilities assumed, based upon fair values as of August 31, 2011 are set out below:

Current assets (inclusive of cash acquired of $967)
  $ 12,196  
Noncurrent assets
    245  
Total liabilities assumed
    (6,019 )
Total identifiable net assets
  $ 6,422  

Current assets included trade receivable balances with a fair value of $3,899, the entirety of which was subsequently collected.

Gain on purchase of $22 was recorded against Selling, General and Administrative expenses for the period ended January 1, 2012.

The amount of ZF Array’s revenue and net income included in the Company’s consolidated statements of operations for the period ended January 1, 2012, and the unaudited pro forma revenue and net income of the combined entity had the acquisition date been consummated as of January 4, 2010, are set forth below:

   
Revenue
   
Net Income
 
Actual from September 1, 2011 to January 1, 2012
  $ 9,703     $ 709  

   
Period ended
 
 SSupplemental unaudited pro forma information
 
January 1, 2012
   
January 2, 2011
 
Total revenue
  $ 239,804     $ 290,580  
Net income
    2,826       13,181  

The unaudited pro forma financial information in the table above is presented for informational purposes only and is not indicative of the results of operations that would have been achieved if the acquisition had taken place at the beginning of the period presented or the result that may be realized in the future.