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Business Combination (Tables)
12 Months Ended
Sep. 30, 2013
BusinessCombinationsAbstract  
Business Combination Considerations
IES receivable from the Acro Group as of December 31, 2012 (a)$ 2,263
IES deferred cost recorded in connection with transactions with Acro Group between January 1, 2013 and February 15, 2013 1,042
Cash purchase consideration 828
Fair value of contingent consideration (b) 665
Total consideration transferred $ 4,798
(a)As of the Closing Date, IES had a receivable from the Acro Group from past transactions between the two companies. This receivable was forgiven by IES as a portion of the consideration paid to acquire the Acro Group assets and liabilities.
(b)The contingent consideration is based on a formula of the Acro Group's revenue for the first 12 months after February 15, 2013, with a maximum and minimum amount payable by IES.
IES Common Shares (2,795,577)$ 11,853
Cash purchase consideration 4,364
Total consideration transferred $ 16,217
Allocation to Fair Value of Net Assets Acquired and Liabilities Assumed
Total estimate of consideration expected to be transferred 4,798 
Fair value of assets acquired and liabilities assumed:
Trade receivables$ 317 
Prepaid commissions 46 
Inventory 16 
Property and equipment 40 
Order backlog 350 
Covenant not-to-compete 140 
Developed technology 400 
Vacation payable (26)
Customer incentive payable (70)
Deferred revenue (600)
Goodwill: (c)$ 4,185 
(c)The goodwill is attributable to the workforce of the acquired business and other intangibles that do not qualify for separate recognition.
Total estimate of consideration expected to be transferred$ 16,217 
Fair value of assets acquired and liabilities assumed:
Trade receivables$ 4,925 
Prepaids 532 
Inventory 7,530 
Property and equipment 5,355 
Customer relationships 2,100 
Technical library 400 
Trade names 1,200 
Other assets 552 
Trade payables (4,143)
Accrued liabilities (2,016)
Term loan (5,511)
Goodwill: (c)$ 5,293 
(c)Although this goodwill is not deductible for tax purposes, we acquired tax basis of $8.6 million in goodwill and intangible assets recognized by MISCOR prior to our purchase agreement with them. The deferred tax asset associated with the basis is fully offset by a corresponding valuation allowance. No value was assigned in the purchase price allocation above to the original intangible assets recognized by MISCOR prior to our purchase agreement.
Pro Forma Results of Operations
Unaudited
Year EndedYear Ended
September 30, 2013September 30, 2012
Revenues$ 542,027 $ 520,016 
Net loss from continuing operations$ (3,081)$ (6,642)