XML 132 R10.htm IDEA: XBRL DOCUMENT
v3.2.0.727

Acquisition | 12 Months Ended
--- | ---
Jun. 30, 2015
Business Combinations [Abstract] |
Acquisition | Acquisition On March 13, 2015, we acquired all of the issued and outstanding capital stock of Flatout Holdings, Inc. (“Flatout”), a privately owned manufacturer and marketer of flatbread wraps and pizza crusts based in Saline, Michigan. The purchase price, net of cash acquired, was $92.2 million and was funded by cash on hand. The purchase price was subject to a net working capital adjustment, which was settled in July 2015. Flatout is reported in our Specialty Foods segment, and its results of operations have been included in our consolidated financial statements from the date of acquisition, but such results were not material to our consolidated financial statements. The following preliminary purchase price allocation is based on the fair value of the net assets acquired, as adjusted for the final net working capital adjustment recorded as of June 30:
Balance Sheet Captions | Allocation |
Receivables | $ | 2,479 |
Inventories | 3,748 |
Other current assets | 212 |
Property, plant and equipment | 6,937 |
Goodwill (not tax deductible) | 53,948 |
Other intangible assets | 44,000 |
Current liabilities | (2,445 | )
Deferred tax liabilities | (16,651 | )
Net assets acquired | $ | 92,228 |
Further adjustments may occur to the allocation above as certain tax aspects of the transaction are finalized during the measurement period. The goodwill recognized above arose because the purchase price for Flatout reflects a number of factors including the future earnings and cash flow potential of Flatout and the avoidance of the time and costs which would be required (and the associated risks that would be encountered) to enhance our existing product offerings and enter the supermarket deli department. Goodwill also results from the workforce acquired with Flatout, as well as the impact of deferred tax liabilities established on the acquired assets. We have determined the values and lives of the other intangible assets listed in the allocation above as: $34.5 million for the tradename with a 30-year life; $5.0 million for the customer relationships with a 10-year life; $3.9 million for the technology / know-how with a 10-year life and $0.6 million for the non-compete agreements with a 5-year life. Pro forma results of operations have not been presented herein as the acquisition was not considered material to our results of operations.

X
- References No definition available. + Details
Name: | us-gaap_BusinessCombinationsAbstract
Namespace Prefix: | us-gaap_
Data Type: | xbrli:stringItemType
Balance Type: | na
Period Type: | duration

X
- Definition The entire disclosure for business combinations, including leverage buyout transactions (as applicable), and divestitures. This may include a description of a business combination or divestiture (or series of individually immaterial business combinations or divestitures) completed during the period, including background, timing, and assets and liabilities recognized and reclassified or sold. This element does not include fixed asset sales and plant closings. + References No definition available. + Details
Name: | us-gaap_MergersAcquisitionsAndDispositionsDisclosuresTextBlock
Namespace Prefix: | us-gaap_
Data Type: | nonnum:textBlockItemType
Balance Type: | na
Period Type: | duration