Note 11 - Business combinations |
9 Months Ended | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
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Oct. 02, 2011 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Business Combination Disclosure [Text Block] |
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 costs for the period ended October 2, 2011 were $15,
included in Selling, General and Administrative expenses on
the consolidated statement of operations.
The
recognized amounts of identifiable assets acquired and
liabilities assumed, based upon preliminary estimates of fair
values as of August 31, 2011 are set out below:
Current
assets include trade receivable balances with a fair value of
$3,899, the entirety of which is expected by management to be
collectable. Due to the timing of the transaction,
the fair values of inventory, intangible assets, and accrued
liabilities are currently being assessed.
Gain
on bargain purchase of $22 was recorded against Selling,
General and Administrative expenses for the three month
period ended October 2, 2011, a result of the absence of
intangible assets identified during the preliminary estimates
of fair value.
The
amount of ZF Array’s revenue and net income included in
the Company’s consolidated statements of operations for
the three month period ended October 2, 2011, 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:
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