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Acquisition | 9 Months Ended
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Oct. 05, 2024
Business Combination, Asset Acquisition, and Joint Venture Formation [Abstract] |
Acquisition | 4. ACQUISITION On February 17, 2023, the company completed the acquisition of the Papa Pita for total consideration of $274.8 million, inclusive of net working capital adjustments. Papa Pita is a manufacturer and distributor of bagels, tortillas, breads, buns, English muffins, and flat breads with one production facility in West Jordan, Utah and, prior to the acquisition, Papa Pita co-manufactured certain products for the company. Papa Pita has direct-store-delivery distribution in the western U.S., expanding our geographic reach. We incurred additional acquisition costs of $3.7 million during the forty weeks ended October 7, 2023. These costs are reflected in the selling, distribution, and administrative expenses line item of the Condensed Consolidated Statements of Income (Loss). The company also recognized a $2.1 million goodwill measurement period adjustment related to an environmental and emissions liability during the first quarter of Fiscal 2024. The following table summarizes the consideration paid for Papa Pita based on the fair value at the acquisition date. This table is based on the valuations for the assets acquired (the company did no t acquire any cash), liabilities assumed, and the allocated intangible assets and goodwill (amounts in thousands):
Fair Value of consideration transferred: |  |  |
Cash consideration paid |  | $ | 270,258 |
Working capital adjustments |  |  | 4,497 |
Total consideration |  | $ | 274,755 |
Recognized amounts of identifiable assets acquired and liabilities assumed: |  |  |
Property, plant, and equipment |  | $ | 104,118 |
Identifiable intangible assets |  |  | 27,100 |
Financial assets |  |  | 14,250 |
Liabilities assumed |  |  | (5,365 | )
Net recognized amounts of identifiable assets acquired |  |  | 140,103 |
Goodwill |  | $ | 134,652 |
The following table presents the acquired intangible assets subject to amortization (amounts in thousands, except amortization periods):
|  | Total |  |  | Weighted average amortization years |  |  | Amortization Method
Trademarks |  | $ | 4,600 |  |  |  | 20.0 |  |  | Straight-line
Customer relationships |  |  | 22,200 |  |  |  | 25.0 |  |  | Sum of year digits
Noncompete agreements |  |  | 300 |  |  |  | 4.0 |  |  | Straight-line
Total intangible assets |  | $ | 27,100 |  |  |  | 23.9 |  |  |

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- Definition The entire disclosure for a business combination (or series of individually immaterial business combinations) completed during the period, including background, timing, and recognized assets and liabilities. The disclosure may include leverage buyout transactions (as applicable). + References Reference 1: http://www.xbrl.org/2003/role/disclosureRef -Topic 805 -SubTopic 20 -Name Accounting Standards Codification -Section 50 -Paragraph 5 -Subparagraph (b) -Publisher FASB -URI https://asc.fasb.org/1943274/2147479907/805-20-50-5 Reference 2: http://fasb.org/us-gaap/role/ref/legacyRef -Topic 805 -Name Accounting Standards Codification -Publisher FASB -URI https://asc.fasb.org/805/tableOfContent + Details
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