Annual report pursuant to Section 13 and 15(d)

Acquisitions (Tables)

v3.20.2
Acquisitions (Tables)
12 Months Ended
Jun. 30, 2020
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 SEI Acquisition, the PAC Acquisition and the other acquisitions completed during fiscal 2019 or fiscal 2020 as described above, as if the Company had completed each such transaction on July 1, 2018, using the estimated fair values of the assets acquired and liabilities assumed. These unaudited pro forma results are presented for informational purposes only  

EVI Industries, Inc. and Subsidiaries

 

Notes to Consolidated Financial Statements

and are not necessarily indicative of what the actual results of operations of the Company would have been if the transactions had occurred on the date assumed, nor are they indicative of future results of operations.

 

For the year ended June 30,

(in thousands)

 

2020

(Unaudited)

 

2019

(Unaudited)

Revenues

 

$

242,537

 

 

$

270,278

 

Net income

 

 

959

 

 

 

4,736

 

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

The SEI Acquisition was treated for accounting purposes as a purchase of SEI using the acquisition method of accounting. Under the acquisition method of accounting, the aggregate consideration in the SEI Acquisition was allocated to the acquired assets and assumed liabilities, in each case, based on their respective fair values as of the closing date, with the excess of the consideration transferred over the fair value of the net assets acquired being allocated to intangible assets and goodwill. 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):

 

EVI Industries, Inc. and Subsidiaries

 

Notes to Consolidated Financial Statements

 

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 PAC Acquisition was treated for accounting purposes as a purchase of PAC using the acquisition method of accounting. Under the acquisition method of accounting, the aggregate consideration in the PAC Acquisition was allocated to the assets and  

EVI Industries, Inc. and Subsidiaries

 

Notes to Consolidated Financial Statements

liabilities of PAC, in each case, based on their respective fair values as of the closing date, with the excess of the consideration transferred over the fair value of the net assets acquired being allocated to intangible assets and goodwill. 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