XML 19 R9.htm IDEA: XBRL DOCUMENT v3.7.0.1
Acquisition
 3 Months Ended
Mar. 31, 2017
Business Combinations [Abstract]  
Acquisition
(2) Acquisition
On March 31, 2017, we acquired certain assets and assumed certain liabilities of Manufacturers Supply Company (‘Mansco’). Mansco, headquartered in Hudsonville, Michigan is a distributor of industrial and fastener supplies. The total purchase price for this acquisition was $57.9 payable in cash at closing and a contingent consideration arrangement that requires us to pay the former owner of Mansco up to a maximum amount of $2.5 (undiscounted) in cash based on sales growth of the acquired business. The fair value of the contingent consideration arrangement of $1.3 was estimated by applying the income approach, which is a level 3 measurement under the fair value hierarchy. We funded the purchase price for the Mansco acquisition with the proceeds from a debt issuance, during the first quarter of 2017, of a new series of senior unsecured promissory notes under our master note agreement in the aggregate principal amount of $60.0.
The preliminary fair value allocation for assets acquired and liabilities assumed at the acquisition date is summarized below.
Current assets
$
21.7

Property and equipment
0.9

Other assets - intangible assets and goodwill
39.8

Current liabilities
(3.2
)
Total purchase price
$
59.2


The estimated fair values are preliminary and subject to adjustment. The intangible assets and goodwill are deductible for income tax purposes.