Acquisitions

12 Months Ended

Dec. 31, 2020

ACQUISITIONS

Laker Energy Products Ltd.

On January 2, 2020, our subsidiary BWXT Canada Ltd. acquired Laker Energy Products Ltd. ("Laker Energy Products") for CAD 23.3 million ($17.8 million U.S. dollar equivalent). At December 31, 2020, we are subject to the payment of contingent consideration totaling CAD 5.0 million, of which we have recognized CAD 2.5 million as a component of the purchase price. Our purchase price allocation resulted in the recognition of $8.4 million of Property, Plant and Equipment, Net, $8.2 million of Intangible Assets and $5.8 million of Goodwill. In addition, we recognized right-of-use assets and lease liabilities of $2.7 million. Laker Energy Products is a global supplier of nuclear-grade materials and precisely machined components for CANDU nuclear power utilities and employs approximately 140 personnel. Laker Energy Products is reported as part of our Nuclear Power Group segment.

Nordion Medical Isotope Business

On July 30, 2018, our subsidiary BWXT ITG Canada, Inc. acquired the Nordion medical isotope business (the "MI business") for $213.0 million. The MI business is a leading global manufacturer and supplier of critical medical radioisotopes and radiopharmaceuticals for research, diagnostic and therapeutic uses. Its customers include radiopharmaceutical companies, hospitals and radiopharmacies. Its primary operations are located in Kanata, Ontario, Canada and Vancouver, British Columbia, Canada. This acquisition added approximately 150 highly trained and experienced personnel, two specialized production centers and a uniquely licensed infrastructure. In addition to the growing portfolio of radioisotope products we acquired, the MI business will be the platform from which we plan to launch our Molybdenum-99 product line and a number of future radioisotope-based imaging, diagnostic and therapeutic products. This business is reported as part of our Nuclear Power Group segment.

The purchase price of the acquisition has been allocated among assets acquired and liabilities assumed at fair value, with the excess purchase price recorded as goodwill. Our purchase price allocation is as follows (amounts in thousands):


Accounts receivable – trade	$	7,732
Contracts in progress	51
Inventories	2,113
Other current assets	97
Property, plant and equipment	12,948
Goodwill	62,495
Deferred Income Taxes	3,006
Intangible assets	139,257
Total assets acquired	$	227,699
Accounts payable	$	654
Accrued employee benefits	579
Accrued liabilities – other	1,665
Environmental liabilities	2,062
Pension liability	9,746
Total liabilities assumed	$	14,706
Net assets acquired	$	212,993
Amount of tax deductible goodwill	$	53,693

The intangible assets included above consist of the following (dollar amounts in thousands):


	Amount		Amortization Period
Technical support agreement	$	67,500	23 years
Unpatented technology	$	33,000	23 years
Favorable operating leases	$	28,157	13-30 years
Customer relationship	$	10,600	23 years

The following unaudited pro forma financial information presents our results of operations for the years ended December 31, 2018 and 2017 as if the acquisition of the MI business had occurred on January 1, 2017. The unaudited pro forma financial information below is not intended to represent or be indicative of our actual consolidated results had we completed the acquisition at January 1, 2017. This information is presented for comparative purposes only and should not be taken as representative of our future consolidated results of operations.


	Year Ended December 31,
	2018		2017
	(In thousands, except per share amounts)
Revenues	$	1,825,029	$	1,726,135
Net Income Attributable to BWX Technologies, Inc.	$	228,545	$	143,475
Basic Earnings per Common Share	$	2.31	$	1.44
Diluted Earnings per Common Share	$	2.29	$	1.43

The unaudited pro forma results include the following pre-tax adjustments to the historical results presented above:

•Increase in amortization expense related to timing of amortization of the fair value of identifiable intangible assets acquired of approximately $3.5 million and $6.0 million for the years ended December 31, 2018 and 2017, respectively.

•Additional interest expense associated with the incremental borrowings that would have been incurred to acquire the MI business as of January 1, 2017 of approximately $2.4 million and $5.2 million for the years ended December 31, 2018 and 2017, respectively.

•Elimination of $2.5 million in acquisition related costs recognized in the year ended December 31, 2018 that are not expected to be recurring.