Quarterly report pursuant to Section 13 or 15(d)

Acquisitions (Tables)

v3.8.0.1
Acquisitions (Tables)
9 Months Ended
Mar. 31, 2018
Business Acquisition [Line Items]  
Schedule of Supplemental Pro Forma Results of Operations

The following unaudited supplemental pro forma information presents the results of operations of the Company, after giving effect to the Tri-State Acquisition and AA Acquisition, as if the Company had completed the Tri-State Acquisition, AA Acquisition and related financing (as described in Note 5) on July 1, 2016, but using the preliminary estimates of the fair values of the assets acquired and liabilities assumed as of the respective closing dates of the acquisitions. These unaudited pro forma results are presented for informational purposes only and are not necessarily indicative of what the actual results of operations of the Company would have been if the Tri-State Acquisition, AA Acquisition and related financing had occurred on the date assumed, nor are they indicative of future results of operations.

 

    For the nine months ended
March 31,
(in thousands)   2018
(Unaudited)
  2017
(Unaudited)
Revenues   $ 132,631     $ 108,858  
Net income     5,013       5,732  
Tri-State Technical Services [Member]  
Business Acquisition [Line Items]  
Schedule of Purchase Price

The computation of the purchase price consideration and the preliminary allocation of the consideration to the net assets acquired are presented in the following tables (in thousands):

 

Purchase price:      
Cash consideration, net of cash acquired(a)   $ 6,177  
Stock consideration(b)     9,028  
Total purchase price, net of cash acquired   $ 15,205  
         

(a)Includes $7,952,000 paid at closing (inclusive of a preliminary working capital adjustment) net of $1.8 million of cash acquired.

(b)Calculated as 338,115 shares of the Company’s common stock, multiplied by $26.70, the closing price of the Company’s common stock on the closing date.

Schedule of Allocation of Purchase Price Consideration
Allocation of purchase price consideration (in thousands):      
Accounts receivable   $ 3,416  
Inventory     2,747  
Other assets     1,565  
Property, plant and equipment     806  
Intangible assets     5,200  
Accounts payable and accrued expenses     (2,220 )
Customer deposits     (1,289 )
Total identifiable net assets     10,225  
Goodwill     4,980  
Total   $ 15,205  
AA Acquisition [Member]  
Business Acquisition [Line Items]  
Schedule of Purchase Price

The computation of the purchase price consideration and the preliminary allocation of the consideration to the net assets acquired are presented in the following tables (in thousands):

 

Purchase price:      
Cash consideration, net of cash acquired(a)   $ 7,175  
Stock consideration(b)     12,349  
Total purchase price, net of cash acquired   $ 19,524  
         

(a)Includes $8,119,000 paid at closing (inclusive of a preliminary working capital adjustment) net of $0.9 million of cash acquired.

(b)Calculated as 348,360 shares of common stock, multiplied by $35.45, the closing price of the Company’s common stock on the closing date.

Schedule of Allocation of Purchase Price Consideration
Allocation of purchase price consideration (in thousands):      
Accounts receivable   $ 2,834  
Inventory     2,833  
Other assets     2,950  
Property, plant and equipment     771  
Intangible assets     4,300  
Accounts payable and accrued expenses     (1,197 )
Customer deposits     (285 )
Total identifiable net assets     12,206  
Goodwill     7,318  
Total   $ 19,524