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Acquisitions
6 Months Ended
Jun. 30, 2014
Business Combinations [Abstract]  
Acquisitions
7) Acquisitions

Granville-Phillips

On May 30, 2014, the Company acquired Granville-Phillips (“GP”), a division of Brooks Automation, Inc. (“Brooks”), for $87,000, which includes $86,950 in cash and $50 in contingent consideration. MKS will pay contingent consideration if it does not cease use of certain of Brooks’ administrative services by a pre-defined date in accordance with a transition services agreement. Granville-Phillips is a leading global provider of vacuum measurement and control instruments to the semiconductor, thin film and general industrial markets with sales of approximately $30,000 in 2013. The Company believes that the amount of goodwill relative to identifiable intangible assets relates to several factors including: a well-regarded leader in indirect vacuum gauges, a premium brand, an excellent reputation for quality, reliability and performance and assembled workforce. The acquisition aligns with the Company’s current strategy to grow its semiconductor business, while diversifying into other high growth advanced markets.

The following table summarizes the preliminary estimated fair value of the assets acquired and liabilities assumed at the date of acquisition:

 

Inventory

   $ 6,223   

Other assets

     490   

Intangible assets

     39,050   

Goodwill

     41,412   

Warranty liability

     (175
  

 

 

 

Total purchase price

   $ 87,000   
  

 

 

 

The entire purchase price is expected to be deductible for tax purposes. The following table reflects the allocation of the acquired intangible assets and related estimates of useful lives. These acquired intangibles will be amortized on a straight-line basis.

 

Customer relationships

   $ 21,250         7 years   

Trademark and trade names

     2,100         12 years   

Current developed technology

     15,700         9-12 years   
  

 

 

    
   $ 39,050      
  

 

 

    

The results of this acquisition were included in the Company’s consolidated operations beginning on May 30, 2014. The pro forma consolidated statements reflecting the operating results of GP, had it been acquired January 1, 2014, would not differ materially from the operating results of the Company as reported for the three and six months ended June 30, 2014. GP is included in the Company’s Instruments, Control and Vacuum Products group and the Advanced Manufacturing Capital Equipment reportable segment.