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Acquisition
12 Months Ended
Dec. 28, 2019
Business Combinations [Abstract]  
Acquisition

Note 10.

Acquisition

On December 14, 2018, the company completed the acquisition of 100% of the outstanding membership interests of Canyon, a leading gluten-free bread baker, from its members for total consideration of $205.2 million, including a $5.0 million earn-out recorded as contingent consideration.  We believe the acquisition of Canyon strengthens our position as the second-largest baker in the U.S. by giving us access to the fast-growing gluten-free bread category. The acquisition has been accounted for as a business combination. Canyon’s sales and results of operations were immaterial for fiscal 2018.  The total goodwill recorded for this acquisition was $80.5 million and it is deductible for tax purposes.

During fiscal 2018, the company incurred $4.5 million of acquisition-related costs for Canyon. This table is based on the valuations for the assets acquired, liabilities assumed, and the allocated intangible assets and goodwill.  The acquisition-related costs were recorded in the selling, distribution and administrative expense line item in our Consolidated Statements of Income. The following table summarizes the consideration paid for Canyon based on the fair value at the acquisition date (amounts in thousands):

 

Fair value of consideration transferred:

 

 

 

 

Cash consideration paid

 

$

200,208

 

Working capital adjustments

 

 

314

 

Contingent consideration

 

 

4,700

 

Total consideration

 

$

205,222

 

Recognized amounts of identifiable assets acquired and

   liabilities assumed:

 

 

 

 

Property, plant, and equipment

 

$

42,165

 

Identifiable intangible assets

 

 

78,380

 

Financial assets

 

 

4,210

 

Net recognized amounts of identifiable assets acquired

 

 

124,755

 

Goodwill

 

$

80,467

 

 

Property, plant and equipment in the table above includes real property and machinery and equipment

The following table presents the acquired intangible assets subject to amortization (amounts in thousands, except amortization periods):

 

 

 

Total

 

 

Weighted average

amortization

years

 

 

Attribution Method

Trademarks

 

$

41,700

 

 

 

40.0

 

 

Straight-line

Customer relationships

 

 

36,400

 

 

 

25.0

 

 

Sum of year digits

Noncompete agreements

 

 

280

 

 

 

1.7

 

 

Straight-line

 

 

$

78,380

 

 

 

32.9

 

 

 

 

The fair value of trade receivables was $3.6 million. The gross amount of the receivables were $3.7 million with $0.1 million determined to be uncollectible.  We did not acquire any other class of receivables as a result of the Canyon acquisition.

 

Acquisition pro formas

We determined that the consolidated results of operations for Canyon were immaterial in the aggregate and the pro forma financial statements were not required for fiscal 2018.