XML 79 R10.htm IDEA: XBRL DOCUMENT v2.4.0.8
Acquisition of Business Acquisition of Business
 3 Months Ended
Mar. 31, 2014
Business Combinations [Abstract]  
Acquisition of Business
Acquisition of Business
On February 7, 2014, the Company acquired 85% of Dynamic Flowform Corp. (“Dynamic Flowform”) for $73.1 million of cash consideration, net of cash acquired, including $71.1 million paid in the first quarter of 2014 and $2.0 million that is expected to be paid in the second quarter of 2014. The Dynamic Flowform acquisition will be treated as an asset purchase for tax purposes. The holders of the 15% noncontrolling interest have a put option requiring the Company to purchase their equity interest (see Note 12 for additional explanation). The Company also incurred $0.8 million of pre-tax costs related to the acquisition, consisting primarily of professional fees, which were recorded in selling and administrative expenses in the March 31, 2014 consolidated statement of operations.
Based in Billerica, MA, Dynamic Flowform, which has been renamed ATI Flowform Products, uses precision flowforming process technologies to produce thin-walled components in net or near-net shapes across multiple alloy systems, including nickel-based alloys and superalloys, titanium and titanium alloys, zirconium alloys, and specialty and stainless alloys. Management expects this acquisition to expand the Company’s capabilities to produce specialty materials parts and components, primarily in the aerospace and defense, and oil & gas/chemical process industry markets. ATI Flowform Products results are included in the High Performance Materials & Components segment from the date of the acquisition.
The preliminary purchase price allocation includes technology, trademarks and customer intangible assets of $21.4 million, which will be amortized over a 23 year weighted average life, and goodwill of $47.0 million, which is deductible for tax purposes. The final allocation of the purchase price is expected to be completed by the end of the 2014 second quarter. Pro forma financial information has not been included because the acquisition did not meet certain significance thresholds.