We use acquisitions as a part of our strategy to gain access to customer relationships, new technology, expand our geographical reach, penetrate new markets and leverage our existing product, market, manufacturing and technical expertise. Further, as part of our operating strategy, we regularly review and negotiate potential divestitures, some of which are or may be material. As a result of this continuous review, we determined that certain of our businesses would be better strategic fits with other companies or investors. Acquisitions and divestitures for the years ended December 31, 2011, 2010 and 2009 are described below.

The consolidated statements of operations include the results of each acquired business since the date of acquisition. The assets acquired and liabilities assumed are recorded at estimates of fair values as determined by us based on information available at the acquisition date. We consider a number of factors, including third-party valuations or appraisals, when making these determinations. We will recognize additional assets or liabilities if new information is obtained during the measurement period about facts and circumstances that existed as of the acquisition date that, if known, would have resulted in the recognition of those assets and liabilities as of that date. The measurement period shall not exceed one year from the acquisition date. Refer to Note 8 for additional disclosure on the purchase price adjustments of the following acquisitions.

On August 24, 2011, in our Flow Technology reportable segment, we entered into an agreement to purchase Clyde Union, a global supplier of pump technologies that are utilized in oil and gas processing, power generation and other industrial applications. On November 1, 2011, and again upon consummation of the acquisition on December 22, 2011, we executed amendments to that agreement. The amended agreement provides for (i) an initial payment of 500.0 British Pounds ("GBP"), less debt assumed and other adjustments of GBP 11.0. In addition, the purchase price includes a potential earn-out payment (equal to Annual 2012 Group EBITDA (as defined by the related agreement) × 10, less GBP 475.0). In no event shall the earn-out payment be less than zero or more than GBP 250.0. The sellers of Clyde Union also contributed GBP 25.0 of cash to the acquired business at the time of sale.

We financed the acquisition with available cash and committed senior secured financing. See Note 12 to the consolidated financial statements for further details on the senior secured financing. The estimated fair value of the contingent consideration (earn-out payment) was less than $1.0 at the date of acquisition (December 22, 2011) as well as at December 31, 2011.

The assets acquired and liabilities assumed were recorded at preliminary estimates of fair values as determined by management, based on information currently available and on current assumptions as to future operations, and are subject to change upon the completion of acquisition accounting, including the finalization of asset valuations.

The following is a summary of the recorded preliminary fair values of the assets acquired and liabilities assumed for Clyde Union as of December 22, 2011:


Assets acquired:
Current assets, including cash and equivalents of $44.3	$	353.8
Property, plant and equipment		67.3
Goodwill		314.8
Intangible assets		385.4
Other assets		28.5

Total assets acquired		1,149.8

Liabilities assumed:
Current liabilities		222.0
Other long-term liabilities		159.0

Total liabilities assumed		381.0

Noncontrolling interest		1.8

Net assets acquired	$	767.0

The identifiable intangible assets acquired consist of trademarks, customer lists, customer relationships and technology of $76.8, $14.7, $234.3 and $59.6, respectively, with such amounts based on a preliminary assessment of the related fair values. We expect to amortize the customer lists, customer relationships and technology assets over 1.5, 24.0 and 23.0 years, respectively.

The qualitative factors that comprise the recorded goodwill include expected synergies from combining our existing and Clyde Union's operations, expected market growth for existing Clyde Union operations as well as other factors. We expect none of this goodwill to be deductible for income tax purposes.

We acquired gross receivables of $191.9, which had a fair value on acquisition date of $190.7 based on our estimates of cash flows expected to be recovered.

Between the acquisition date and December 31, 2011, we recognized revenues and a net loss for Clyde Union of $13.6 and $0.4, respectively. During 2011, we incurred acquisition related costs for Clyde Union of $5.6, which have been recorded to "Selling, general and administrative" within our consolidated financial statements.

The following unaudited pro forma information presents our results of operations as if the acquisition of Clyde Union had taken place on January 1, 2010. The unaudited pro forma financial information is not intended to represent or be indicative of our consolidated results of operations that would have been reported had the acquisition been completed as of the dates presented, and should not be taken as representative of our future consolidated results of operations. The pro forma results include estimates and assumptions that management believes are reasonable. However, these results do not include any anticipated cost savings or expenses of the planned integration of Clyde Union. These pro forma results of operations have been prepared for comparative purposes only and include the following adjustments to historical results for the periods presented:

	Year Ended December 31,

	2011		2010
Revenues	$	4,985.6	$	4,517.3
Income from continuing operations attributable to SPX Corporation common shareholders		157.8		195.3
Net income attributable to SPX Corporation common shareholders		188.5		220.1
Income from continuing operations:
Basic	$	3.12	$	3.93
Diluted	$	3.10	$	3.88
Net income attributable to SPX Corporation common shareholders:
Basic	$	3.73	$	4.43
Diluted	$	3.70	$	4.37

On October 31, 2011, in our Flow Technology reportable segment, we completed the acquisition of e&e Verfahrenstechnik GmbH ("e&e"), a supplier of extraction, evaporation, vacuum and freeze drying technologies to the global food and beverage, pharmaceutical and bioenergy industries for a purchase price of approximately 11.7 Euros, net of cash assumed of 3.8 Euros, with an additional potential earn-out of 3.5 Euros. e&e had revenues of approximately 15.3 Euros in the twelve months prior to the date of acquisition.

In March 2011, in our Flow Technology reportable segment, we completed the acquisition of B.W. Murdoch Ltd. ("Murdoch"), an engineering company supplying processing solutions for the food and beverage industry, for a purchase price of $8.1. Murdoch had revenues of approximately $13.0 in the twelve months prior to the date of acquisition.

The pro forma effects of the acquisitions of e&e and Murdoch were not material, individually or in the aggregate, to our results of operations.

In July 2010, in our Flow Technology reportable segment, we completed the acquisition of the Anhydro business ("Anhydro"), a global supplier of liquid concentration equipment, powder processing solutions, and dewatering plants and equipment, for a purchase price of $59.1, net of cash acquired of $10.9. Anhydro had revenues of approximately $71.0 in the twelve months prior to the date of acquisition.

In April 2010, in Industrial Products and Services, we completed the acquisition of Torque Tension Systems Ltd. ("TTS"), a global supplier of hydraulic torque wrench and tensioner tool products, for a purchase price of $15.7, net of cash acquired of $2.4. TTS had revenues of approximately $9.0 in the twelve months prior to the date of acquisition.

In February 2010, in our Flow Technology reportable segment, we completed the acquisition of Gerstenberg Schröder A/S ("Gerstenberg"), a designer, manufacturer, installer and servicer of processing systems and components serving the global food industry, for a purchase price of $30.9, net of cash acquired of $3.5 and including debt assumed of $3.9. Gerstenberg had revenues of approximately $57.0 in the twelve months prior to the date of acquisition.

The pro forma effects of the acquisitions of Anhydro, TTS and Gerstenberg were not material, individually or in the aggregate, to our results of operations.

In December 2009, in the Thermal Equipment and Services reportable segment, our SPX Heat Transfer Inc. subsidiary completed the acquisition of substantially all the assets and certain liabilities of Yuba Heat Transfer, LLC ("Yuba"), a global supplier of heat transfer equipment utilized by nuclear, solar, geothermal, gas and coal power generation facilities, for a purchase price of $127.8, after adjusting for a working capital settlement during 2010 of $1.4. Yuba had revenues of approximately $129.0 in the twelve months prior to the date of acquisition. The pro forma effect of the acquisition was not material to our results of operations.

We report businesses or asset groups as discontinued operations when, among other things, we commit to a plan to divest the business or asset group, actively begin marketing the business or asset group, and when the sale of the business or asset group is deemed probable within the next twelve months. The following businesses, which have been sold, met these requirements, and therefore have been reported as discontinued operations for the periods presented.

Business

Cooling Spain Packaging business ("Cooling Spain")	Q4 2010	Q4 2010
P.S.D., Inc. ("PSD")	Q2 2009	Q1 2010
Automotive Filtration Solutions business ("Filtran")	Q4 2008	Q4 2009
Dezurik	Q3 2008	Q1 2009

Cooling Spain — Sold for cash consideration of one Euro (exclusive of cash transferred with the business of $2.3), resulting in a loss, net of taxes, of $1.9 during 2010. During 2011, we recorded a net charge of $0.1 to "Gain (loss) on disposition of discontinued operations, net of tax" within our consolidated statement of operations in connection with adjustments to certain liabilities that we retained.

PSD — Sold for cash consideration of $3.0, resulting in a gain, net of taxes, of $3.6 during 2010. During 2009, we recorded a net charge of $7.3 to "Gain (loss) on disposition of discontinued operations, net of tax" within our consolidated statement of operations in order to reduce the carrying value of the net assets to be sold to their estimated net realizable value.

Filtran — Our original plan for disposition contemplated the buyout of the minority interest shareholder in order to allow us to sell 100% of the Filtran business. As a result of the planned divestiture, and in consideration of the contemplated buyout of the minority interest shareholder, we recorded a total impairment charge attributable to SPX common shareholders of $23.0 during 2008 in order to reduce the carrying value of the Filtran net assets to be sold to their estimated net realizable value. Of the $23.0 charge, $6.5 was recorded to "Gain (loss) on disposition of discontinued operations, net of tax" within our 2008 consolidated statement of operations.

In October 2009, we completed the sale of the Filtran business for total consideration of approximately $15.0, including $10.0 in cash and a promissory note of $5.0. In connection with the sale, we did not buy out the minority interest shareholder and, thus, sold only our share of the Filtran business. As a result, we reclassified $16.5 of the impairment charge incurred during 2008 from "Net income (loss) attributable to noncontrolling interests" to "Gain (loss) on disposition of discontinued operations, net of tax" within our consolidated statement of operations in 2009. This reclassification had no impact on net income attributable to SPX common shareholders. In addition, based on the amount of consideration received and adjustments to certain liabilities that we retained, we recorded an additional charge of $7.7 during 2009 to "Gain (Loss) on disposition of discontinued operations, net of tax."

During 2011 and 2010, we recorded a net loss of $0.1 and a net gain of $1.3, respectively, to "Gain (loss) on disposition of discontinued operations, net of tax" within our consolidated statements of operations related primarily to adjustments to certain tax liabilities that we retained. In addition, in 2010, we were paid in full (i.e., $5.0) for the promissory note previously mentioned.

Dezurik — Sold for total consideration of $23.5, including $18.8 in cash and a promissory note of $4.7, resulting in a loss, net of taxes, of $1.6 during 2009. During 2008, we recorded a net charge of $6.0 to "Gain (loss) on disposition of discontinued operations, net of tax" within our consolidated statement of operations in order to reduce the carrying value of the net assets to be sold to their estimated net realizable value. During 2011 and 2010, we recorded net charges of $0.2 and $0.1, respectively, in connection with adjustments to certain liabilities that we retained and, in 2010, we received payment of the promissory note mentioned above.

In addition to the businesses discussed above, we recognized net gains of $0.7, $1.5 and $6.7 during 2011, 2010 and 2009, respectively, resulting from adjustments to gains/losses on businesses that we sold (and included in discontinued operations) prior to 2009.

During 2010, the field examinations of our 2006 and 2007 federal income tax returns were completed by the Internal Revenue Service ("IRS"). In connection with the completion of these examinations, we reduced our liability for uncertain tax positions and recognized an income tax benefit of $7.3 to "Gain (loss) on disposition of discontinued operations, net of tax" associated with a business previously disposed of and reported as a discontinued operation.

The final sales price for certain of the divested businesses is subject to adjustment based on working capital existing at the respective closing dates. The working capital figures are subject to agreement with the buyers or, if we cannot come to agreement with the buyers, an arbitration process. Final agreement of the working capital figures with the buyers for some of these transactions has yet to occur. In addition, changes in estimates associated with liabilities retained in connection with a business divestiture (e.g., income taxes) may occur. It is possible that the sales price and resulting gains/losses on these and other previous divestitures may be materially adjusted in subsequent periods. Refer to Note 11 for the tax implications associated with our dispositions.

On January 23, 2012, we entered into an agreement to sell our Service Solutions business to Robert Bosch GmbH for cash proceeds of $1,150.0. We expect the sale to close during the second half of 2012, resulting in an estimated net gain of approximately $450.0. As previously discussed, we have reported our Service Solutions business as a discontinued operation within this Amendment No. 1 on Form 10-K/A for all periods presented.

For 2011, 2010 and 2009, income (loss) from discontinued operations and the related income taxes are shown below:

	Year ended December 31,

	2011			2010		2009
Income (loss) from discontinued operations⁽¹⁾	$	47.5		$	19.8	$	(255.5	)
Income tax (expense) benefit⁽¹⁾		(16.8	)		5.0		47.5

Income (loss) from discontinued operations, net⁽¹⁾	$	30.7		$	24.8	$	(208.0	)

For 2011, 2010 and 2009, results of operations from our businesses reported as discontinued operations were as follows:

The major classes of assets and liabilities, excluding intercompany balances, of the business reported as discontinued operations included in the accompanying consolidated balance sheets are shown below:

	December 31, 2011		December 31, 2010

Assets:
Accounts receivable, net	$	191.8	$	194.7
Inventories		127.7		108.9
Other current assets		9.3		8.8
Property, plant and equipment, net		48.7		50.6
Goodwill and intangibles, net		283.9		257.2
Other assets		58.7		66.1

Assets of discontinued operations	$	720.1	$	686.3

Liabilities:
Accounts payable	$	109.3	$	105.2
Accrued expenses		109.4		95.1
Income taxes payable		1.5		—
Deferred and other income taxes		6.6		3.0
Other liabilities		7.6		6.8

Liabilities of discontinued operations	$	234.4	$	210.1

On December 30, 2011, we completed the formation of a joint venture with Shanghai Electric Group Co., Ltd. The joint venture will supply dry cooling and moisture separator reheater products and services to the powers sector in China as well as other selected regions of the world. We contributed and sold certain assets of our dry cooling products business in China to the joint venture in consideration for (i) a 45% ownership interest in the joint venture and (ii) cash payments of RMB 96.7, with RMB 51.5 received on January 18, 2012, RMB 25.8 to be received by December 31, 2012, and the remaining RMB payment contingent upon the joint venture achieving defined sales order volumes (the "transaction"). In addition, we are licensing our dry cooling and moisture separator reheater technologies to the joint venture, for which we will receive a royalty. We also will continue to manufacture dry cooling components in our China factories and have entered into an exclusive supply agreement with the joint venture for these products. Final approval for the transaction was not received until January 13, 2012. We have determined that this transaction meets the deconsolidation criteria of ASC 810, "Consolidation," and, thus, recorded a gain for the transaction equal to the estimated fair value of our investment in the joint venture plus any consideration received, less the carrying value of assets contributed and sold to the joint venture. The net gain associated with this transaction was recorded in the first quarter of 2012.