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Coherent Acquisition (Tables) | 3 Months Ended
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Sep. 30, 2022
Business Combination and Asset Acquisition [Abstract] |
Fair Value of Consideration | The preliminary total fair value of consideration paid in connection with the acquisition of Coherent, Inc. consisted of the following (in $000):
| Shares |  | Per Share |  | Total Consideration
Cash paid for merger consideration | — |  | — |  | $ | 5,460,808 |
Shares of COHR common stock issued to Legacy Coherent stockholders | 22,587,885 |  | $49.83 |  | 1,125,554 |
Converted Legacy Coherent RSUs attributable to pre-combination service | — |  | — |  | 82,037 |
Payment of Legacy Coherent debt | — |  | — |  | 364,544 |
Payment of Legacy Coherent transaction expenses | — |  | — |  | 62,840 |
|  |  |  |  | $ | 7,095,783 |
Schedule of Preliminary Purchase Price Allocation of Assets Acquired and Liabilities Assumed | Our preliminary allocation of the purchase price of Legacy Coherent, based on the estimated fair value of the assets acquired and liabilities assumed as of the Closing Date, is as follows (in $000):
|  | Allocation as of 7/1/2022 |  |  |  |  |  |
Assets |  |  |  |  |  |  |  |
Current Assets |  |  |  |  |  |  |  |
Cash, cash equivalents, and restricted cash |  | $ | 393,324 |  |  |  |  |  |  |
Accounts receivable |  | 270,928 |  |  |  |  |  |  |
Inventories (i) |  | 497,345 |  |  |  |  |  |  |
Prepaid and refundable income taxes |  | 8,869 |  |  |  |  |  |  |
Prepaid and other current assets |  | 41,467 |  |  |  |  |  |  |
Total Current Assets |  | 1,211,933 |  |  |  |  |  |  |
Property, plant & equipment, net (ii) |  | 424,228 |  |  |  |  |  |  |
Deferred income taxes |  | 1,115 |  |  |  |  |  |  |
Other assets |  | 102,726 |  |  |  |  |  |  |
Other intangible assets, net (iii) |  | 2,425,454 |  |  |  |  |  |  |
Goodwill |  | 4,005,727 |  |  |  |  |  |  |
Total Assets |  | $ | 8,171,183 |  |  |  |  |  |  |
Liabilities |  |  |  |  |  |  |  |
Current Liabilities |  |  |  |  |  |  |  |
Current portion of long-term debt |  | $ | 4,504 |  |  |  |  |  |  |
Accounts payable |  | 116,754 |  |  |  |  |  |  |
Accrued compensation and benefits |  | 60,596 |  |  |  |  |  |  |
Operating lease current liabilities |  | 13,002 |  |  |  |  |  |  |
Accrued income taxes payable |  | 16,936 |  |  |  |  |  |  |
Other accrued liabilities |  | 136,042 |  |  |  |  |  |  |
Total Current Liabilities |  | 347,834 |  |  |  |  |  |  |
Long-term debt |  | 22,991 |  |  |  |  |  |  |
Deferred income taxes |  | 563,824 |  |  |  |  |  |  |
Operating lease liabilities |  | 43,313 |  |  |  |  |  |  |
Other liabilities |  | 97,438 |  |  |  |  |  |  |
Total Liabilities |  | $ | 1,075,400 |  |  |  |  |  |  |
Preliminary aggregate acquisition consideration |  | $ | 7,095,783 |  |  |  |  |  |  |
(i) The condensed combined balance sheet has been adjusted to record Legacy Coherent’s inventories at a preliminary fair value of approximately $497 million, an increase of $91 million from the carrying value. The condensed combined statement of earnings (loss) for the three months ended September 30, 2022 has been adjusted to recognize additional cost of goods sold of approximately $45 million related to the increased basis. The additional costs will be amortized over the expected period during which the acquired inventory is sold and are not anticipated to affect the condensed combined statements of earnings (loss) beyond twelve months after the Closing Date. (ii) The condensed combined balance sheet has been adjusted to record Legacy Coherent’s property, plant and equipment (consisting of land, buildings and improvements, equipment, furniture and fixtures, and leasehold improvements) at a preliminary fair value of approximately $424 million, an increase of $128 million from the carrying value. The condensed combined statements of earnings (loss) have been adjusted to recognize additional depreciation expense related to the increased basis. The additional depreciation expense is computed with the assumption that the various categories of assets will be depreciated over their remaining useful lives on a straight-line basis. (iii) Preliminary identifiable intangible assets in the unaudited condensed combined financial information consist of the following and are being amortized over their estimated useful lives in the condensed combined statements of earnings (loss) (in $000):
|  | Preliminary Fair Value | Estimated Useful Life
Trade names and trademarks |  | $ | 225,654 |  | N/A
Customer relationships |  | 979,324 |  | 10 years
Developed technology |  | 1,220,476 |  | 8 years
Intangible assets acquired |  | $ | 2,425,454 |  |
Unaudited Supplemental Pro Forma Financial Information | The unaudited supplemental pro forma financial information for the periods presented is as follows (in $000):
| Three Months Ended September 30, 2022 |  | Three Months Ended September 30, 2021
Revenue | $ | 1,344,570 |  |  | $ | 1,186,785 |
Net Earnings (Loss) | 79,770 |  |  | (202,363) |

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