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Acquisitions (Notes) | 9 Months Ended
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Sep. 30, 2019
Business Combinations [Abstract] |
Business Combination Disclosure [Text Block] | Note 3 - Acquisitions On April 1, 2019, the Company completed the acquisition of The Diamond Chain Company ("Diamond Chain"), a leading supplier of high-performance roller chains for industrial markets. Diamond Chain serves a diverse range of market sectors, including industrial distribution, material handling, food and beverage, agriculture, construction and other process industries. Diamond Chain, located in Indianapolis, Indiana, operates primarily in the United States and China and had sales of approximately $60 million for the twelve months ended March 31, 2019. The purchase price for this acquisition was $84.6 million, excluding $1.9 million for cash acquired. During the nine months ended September 30, 2019, the Company incurred acquisition-related costs of $1.4 million to complete this acquisition. Based on markets and customers served, the results for Diamond Chain are reported in the Process Industries segment. The following table presents the preliminary purchase price allocation at fair value, net of cash acquired, for the Diamond Chain acquisition:
| Purchase Price Allocation
Assets: |
Accounts receivable, net | $ | 6.7 |
Inventories, net | 23.6 |
Other current assets | 2.4 |
Property, plant and equipment, net | 17.2 |
Operating lease assets | 2.8 |
Goodwill | 18.6 |
Other intangible assets | 28.1 |
Other non-current assets | 0.5 |
Total assets acquired | $ | 99.9 |
Liabilities: |
Accounts payable, trade | $ | 5.7 |
Other current liabilities | 4.8 |
Long-term operating lease liabilities | 2.1 |
Other non-current liabilities | 0.9 |
Total liabilities assumed | $ | 13.5 |
Noncontrolling interest acquired | 1.8 |
Net assets and noncontrolling interest acquired | $ | 84.6 |
The following table summarizes the preliminary purchase price allocation for intangible assets acquired in 2019:
| Purchase Price Allocation
|  | Weighted - Average Life
Trade names (indefinite life) | $ | 12.3 |  | Indefinite
Technology and know-how | 5.2 |  | 14 years
Customer relationships | 10.6 |  | 17 years
Total intangible assets | $ | 28.1 |  |
The above preliminary purchase price allocation for Diamond Chain, including the residual amount allocated to goodwill, is based on preliminary information and is subject to change as additional information concerning final asset and liability valuations is obtained. This purchase price allocation is preliminary as a result of the continued evaluation of working capital accounts and contingent liabilities, as well as the finalization of the Company's review pertaining to a limited set of valuation calculations and inputs. The primary areas of the Diamond Chain preliminary purchase price allocation that have not been finalized relate to the fair value of net property, plant, and equipment and other intangible assets, and the related impacts on deferred income taxes and goodwill. During the applicable measurement period, the Company will adjust assets and liabilities if new information is obtained about facts and circumstances that existed as of the acquisition date that, if known, would have resulted in revised estimated values of those assets or liabilities as of that date. The effect of measurement period adjustments to the estimated fair values will be reflected as if the adjustments had been completed on the acquisition date. Note 3 - Acquisitions (continued) During 2018, the Company completed three acquisitions. On September 18, 2018, the Company completed the acquisition of Rollon S.p.A. ("Rollon"), a leader in engineered linear motion products, specializing in the design and manufacture of linear guides, telescopic rails and linear actuators used in a wide range of industries such as passenger rail, aerospace, packaging and logistics, medical and automation. On September 1, 2018, the Company completed the acquisition of Apiary Investments Holdings Limited ("Cone Drive"), a leader in precision drives used in diverse markets including solar, automation, aerial platforms, and food and beverage. On August 30, 2018, the Company's majority-owned subsidiary, Timken India Limited ("Timken India"), completed the acquisition of ABC Bearings. Timken India issued its shares as consideration for the acquisition of ABC Bearings. ABC Bearings is a manufacturer of tapered, cylindrical and spherical roller bearings and slewing rings in India. Hereafter, the ABC Bearings, Cone Drive, and Rollon acquisitions will be referred to collectively as the "2018 Acquisitions". In January 2019, the Company paid a working capital adjustment of $2.9 million in connection with the Cone Drive acquisition, which was accrued and reflected in the purchase price in 2018. In May 2019, the Company received a $4.8 million payment from escrow related to an indemnification settlement for the Cone Drive acquisition, which is reflected as a purchase price adjustment. This adjustment, as well as other measurement period adjustments recorded in 2019, resulted in a $1.8 million increase to goodwill. The following table presents the purchase price allocation at fair value, net of cash acquired, for the 2018 Acquisitions:
| Initial Purchase Price Allocation | Adjustments | Purchase Price Allocation
Assets: |  |  |
Accounts receivable, net | $ | 42.5 |  |  |  | $ | 42.5 |
Inventories, net | 61.6 |  | (0.1 | ) | 61.5 |
Other current assets | 8.5 |  | 1.0 |  | 9.5 |
Property, plant and equipment, net | 71.7 |  | (6.3 | ) | 65.4 |
Goodwill | 468.2 |  | 1.8 |  | 470.0 |
Other intangible assets | 372.6 |  | 2.8 |  | 375.4 |
Other non-current assets | 20.2 |  | (4.1 | ) | 16.1 |
Total assets acquired | $ | 1,045.3 |  | $ | (4.9 | ) | $ | 1,040.4 |
Liabilities: |  |  |
Accounts payable, trade | $ | 35.2 |  |  |  | $ | 35.2 |
Salaries, wages and benefits | 9.1 |  |  |  | 9.1 |
Income taxes payable | 2.5 |  | 0.4 |  | 2.9 |
Other current liabilities | 8.2 |  | 0.2 |  | 8.4 |
Short-term debt | 2.5 |  | (0.6 | ) | 1.9 |
Long-term debt | 3.0 |  | (2.9 | ) | 0.1 |
Accrued pension benefits | 5.7 |  |  |  | 5.7 |
Accrued postretirement benefits | 11.7 |  |  |  | 11.7 |
Deferred income taxes | 116.2 |  | (0.6 | ) | 115.6 |
Other non-current liabilities | 16.9 |  | 3.4 |  | 20.3 |
Total liabilities assumed | $ | 211.0 |  | $ | (0.1 | ) | $ | 210.9 |
Net assets acquired | $ | 834.3 |  | $ | (4.8 | ) | $ | 829.5 |
In determining the fair value of the amounts above, the Company utilized various forms of the income, cost and market approaches depending on the asset or liability being valued. The estimation of fair value required significant judgment related to future net cash flows, discount rates, competitive trends, market comparisons and other factors. Inputs were generally determined by taking into account independent appraisals and historical data, supplemented by current and anticipated market conditions. Note 3 - Acquisitions (continued) On September 16, 2019, the Company announced it had reached an agreement to acquire BEKA Lubrication ("BEKA"), a leading global supplier of automatic lubrication systems, for approximately $165 million. With expected 2019 annual sales of approximately $135 million, BEKA serves a diverse range of industrial sectors, including wind, food and beverage, rail, on- and off-highway and other process industries. Headquartered in Pegnitz, Germany, BEKA has manufacturing and research and development based in Germany, and assembly facilities and sales offices around the world. This transaction is subject to customary closing conditions and is expected to close during the fourth quarter of this year.

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