Annual report pursuant to Section 13 and 15(d)

Acquisitions (Tables)

v3.19.2
Acquisitions (Tables)
12 Months Ended
Jun. 30, 2019
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 TRS Acquisition, AA Acquisition, SEI Acquisition, PAC Acquisition and the four other acquisitions completed during fiscal 2019 as described above, as if the Company had completed each such transaction and all related financing transactions on July 1, 2017, using the estimated fair values of the assets acquired and liabilities assumed. 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 acquisitions and related financing transactions had occurred on the date assumed, nor are they indicative of future results of operations.

    For the year ended
June 30,
(in thousands)   2019
(Unaudited)
  2018
(Unaudited)
Revenues   $ 252,182     $ 240,711  
Net income     4,472       7,046  

 

TRS Acquisition [Member]  
Business Acquisition [Line Items]  
Schedule of Purchase Price

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

 

Purchase price consideration:    
Cash consideration, net of cash acquired(a)   $ 6,474  
Stock consideration(b)     9,027  
Total purchase price consideration, net of cash acquired   $ 15,501  
         

(a)Includes $8,250,000 paid 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:    
Accounts receivable   $ 3,416  
Inventory     3,050  
Other assets     1,565  
Equipment and improvements     805  
Intangible assets     5,200  
Accounts payable and accrued expenses     (2,220 )
Customer deposits     (1,289 )
Total identifiable net assets     10,527  
Goodwill     4,974  
Total   $ 15,501
AA Acquisition [Member]  
Business Acquisition [Line Items]  
Schedule of Purchase Price

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

Purchase price consideration:    
Cash consideration, net of cash acquired(a)   $ 7,175  
Stock consideration(b)     12,349  
Total purchase price consideration, 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 the Company’s 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:    
Accounts receivable   $ 2,850  
Inventory     2,816  
Other assets     2,966  
Equipment and improvements     771  
Intangible assets     4,300  
Accounts payable and accrued expenses     (1,228 )
Customer deposits     (285 )
Total identifiable net assets     12,190  
Goodwill     7,334  
Total   $ 19,524
SEI 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 consideration:    
Cash consideration, net of cash acquired(a)   $ 3,709  
Stock consideration(b)     9,436  
Total purchase price consideration, net of cash acquired   $ 13,145  
         

(a)Includes $6,500,000 paid net of $2.8 million of cash acquired.

 

(b)Calculated as 209,678 shares of the Company’s common stock, multiplied by $45.00, 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:    
Accounts receivable   $ 2,658  
Inventory     1,595  
Other assets     156  
Equipment and improvements     424  
Intangible assets     3,100  
Accounts payable and accrued expenses     (740 )
Customer deposits     (398 )
Total identifiable net assets     6,795  
Goodwill     6,350  
Total   $ 13,145  
PAC 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 consideration:    
Cash consideration, net of cash acquired(a)   $ 5,312  
Stock consideration(b)     6,653  
Total purchase price consideration, net of cash acquired   $ 11,965  
         

(a)Includes $6,400,000 paid net of $1.1 million of cash acquired.

 

(b)Calculated as 179,847 shares of the Company’s common stock, multiplied by $36.99, 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:    
Accounts receivable   $ 2,231  
Inventory     2,136  
Other assets     158  
Equipment and improvements     357  
Intangible assets     3,000  
Accounts payable and accrued expenses     (1,912 )
Customer deposits     (465 )
Assumption of debt     (200 )
Total identifiable net assets     5,305  
Goodwill     6,660  
Total   $ 11,965