XML 34 R25.htm IDEA: XBRL DOCUMENT
v3.23.2

Business Acquisitions | 3 Months Ended
--- | ---
Jul. 29, 2023
Business Acquisitions |
Business Acquisitions | 16. Business Acquisitions ​ Planck Acquisition ​ On August 17, 2022 the Company closed its acquisition of Planck, a leading provider of advanced unmanned aircraft navigation solutions based in San Diego, California. Pursuant to the purchase agreement, the Company paid a total purchase price of $5,105,000 from cash-on-hand plus a $500,000 holdback for certain assets of Planck. Planck is a small technology company incorporated into AeroVironment’s UMS segment for the MUAS product line to focus on integrating its flight autonomy solutions, such as ACE™, or Autonomous Control Engine, into the Company’s offerings to enable safe, autonomous takeoff and landing from moving platforms on land or at sea in GPS-denied environments. Other solutions include AVEM™, a fully integrated mobile tethered sensor platform designed for persistent autonomous operation from moving vehicles and vessels in any environment, and a suite of machine-learning object detection and tracking systems that are customized for specific end-user needs. The Company accounted for the acquisition under the acquisition method of accounting for business combinations. ​ The following table summarizes the final allocation of the purchase price over the estimated fair value of the assets and liabilities assumed in the acquisition of Planck. During the three months ended July 29, 2023, the Company finalized its determination of the fair value of the assets and liabilities assumed in the acquisition of Planck and no significant changes were recorded from the original estimation (in thousands): ​
​ | ​ | ​ | ​ | ​
​ | ​ | August 17, | ​
​ | ​ | 2022 | ​
Fair value of assets acquired: | ​ | ​ | ​ | ​
Technology |  | $ | 3,200 | ​
Backlog | ​ | ​ | 700 | ​
Inventories | ​ | ​ | 109 | ​
Other assets | ​ | ​ | 19 | ​
Property and equipment, net | ​ | ​ | 13 | ​
Goodwill | ​ | ​ | 1,633 | ​
Total identifiable net assets | ​ | $ | 5,674 | ​
​ | ​ | ​ | ​ | ​
Fair value of liabilities assumed: | ​ | ​ | ​ | ​
Customer advances | ​ | ​ | 69 | ​
Total liabilities assumed | ​ | ​ | 69 | ​
Total identifiable net assets | ​ | $ | 5,605 | ​
​ | ​ | ​ | ​ | ​
Fair value of consideration transferred: | ​ | ​ | ​ | ​
Cash | ​ | $ | 5,105 | ​
Holdback | ​ | ​ | 500 | ​
Total consideration | ​ | $ | 5,605 | ​
​ Determining the fair value of the intangible assets acquired requires significant judgment, including the amount and timing of expected future cash flows, long-term growth rates and discount rates. The fair value of the intangibles assets was determined using a discounted cash flow analysis, which were based on the Company’s preliminary estimates of future sales, earnings and cash flows after considering such factors as general market conditions, anticipated customer demand, changes in working capital, long term business plans and recent operating performance. Use of different estimates and judgments could yield materially different results. ​ The goodwill is attributable to the synergies the Company expects to achieve through leveraging the acquired technology to its existing customers, the workforce of Planck and expected future customers in the MUAS market. For tax purposes the acquisition was treated as an asset acquisition and the goodwill is deductible. ​ Planck Supplemental Pro Forma Information (unaudited) ​ The following unaudited pro forma summary presents condensed consolidated information of the Company as if the business acquisition had occurred on May 1, 2021 (in thousands): ​
​ | ​ | ​ | ​
​ | ​ | Three Months Ended
​ | ​ | July 30,
​ | ​ | 2022
Revenue | ​ | $ | 110,460
Net loss attributable to AeroVironment, Inc. | ​ | $ | (7,741)
​ ​ The Company did not have any material, nonrecurring pro forma adjustments directly attributable to the business acquisition included in the reported pro forma revenue and earnings. ​ These pro forma amounts have been calculated by applying the Company’s accounting policies, assuming transaction costs had been incurred during the three months ended July 31, 2021, reflecting the additional amortization that would have been charged and including the results of Planck prior to acquisition. ​ The unaudited pro forma supplemental information is based on estimates and assumptions, which the Company believes are reasonable and are not necessarily indicative of the results that have been realized had the acquisition been consolidated in the tables above as of May 1, 2021, nor are they indicative of results of operations that may occur in the future.

X
- Definition The entire disclosure for a business combination (or series of individually immaterial business combinations) completed during the period, including background, timing, and recognized assets and liabilities. The disclosure may include leverage buyout transactions (as applicable). + References Reference 1: http://www.xbrl.org/2003/role/disclosureRef -Topic 805 -SubTopic 20 -Name Accounting Standards Codification -Section 50 -Paragraph 5 -Subparagraph (b) -Publisher FASB -URI https://asc.fasb.org//1943274/2147479907/805-20-50-5 Reference 2: http://fasb.org/us-gaap/role/ref/legacyRef -Topic 805 -Name Accounting Standards Codification -Publisher FASB -URI https://asc.fasb.org//805/tableOfContent + Details
Name: | us-gaap_BusinessCombinationDisclosureTextBlock
Namespace Prefix: | us-gaap_
Data Type: | dtr-types:textBlockItemType
Balance Type: | na
Period Type: | duration

X
- References No definition available. + Details
Name: | us-gaap_BusinessCombinationsAbstract
Namespace Prefix: | us-gaap_
Data Type: | xbrli:stringItemType
Balance Type: | na
Period Type: | duration