XML 22 R12.htm IDEA: XBRL DOCUMENT v3.19.2
Acquisitions and Dispositions
6 Months Ended
Jun. 30, 2019
Business Combinations [Abstract]  
Acquisitions and Dispositions

4.

Acquisitions and Dispositions

In September 2018, we acquired 100% of the membership interests of Fiberon, a leading U.S. manufacturer of outdoor performance materials used in decking, railing and fencing products, for a total purchase price of approximately $470 million, subject to certain post-closing adjustments. The acquisition of Fiberon provided category expansion and product extension opportunities into the outdoor living space for our Doors & Security segment. We financed the transaction using cash on hand and borrowings under our revolving credit and term loan facilities. The financial results of Fiberon were included in the Company’s consolidated statements of income and statements of cash flow beginning in September 2018 and the consolidated balance sheet as of December 31, 2018. The results of operations are included in the Doors & Security segment from the date of acquisition. Goodwill related to this acquisition is deductible for income tax purposes.  

The following table summarizes the preliminary allocation of the purchase price to the fair value of assets acquired and liabilities assumed as of the date of the acquisition.

 

(In millions)

 

Accounts receivable

 

$

18.8

 

Inventories

 

 

50.9

 

Property, plant and equipment

 

 

48.5

 

Goodwill

 

 

174.9

 

Identifiable intangible assets

 

 

195.0

 

Other assets

 

 

4.8

 

Total assets

 

 

492.9

 

Accounts payable

 

 

16.8

 

Other liabilities and accruals

 

 

16.3

 

Net assets acquired

 

$

459.8

 

 

The preceding purchase price allocation has been determined provisionally and is subject to revision as additional information about the fair value of individual assets and liabilities becomes available.  We apply significant judgement in determining the estimates and assumptions used to determine the fair value of the identifiable intangible assets, including forecasted revenue growth rates, customer attrition rates, discount rates and assumed royalty rates.  Any change in the acquisition date fair value of the acquired net assets will change the amount of the purchase price allocable to goodwill.

Goodwill includes expected sales and cost synergies.  Identifiable intangible assets primarily consist of customer relationships and tradenames.