XML 73 R23.htm IDEA: XBRL DOCUMENT
v3.19.3

BUSINESS COMBINATIONS | 6 Months Ended
--- | ---
Sep. 30, 2019
BUSINESS COMBINATIONS [Abstract] |
BUSINESS COMBINATIONS | 16. BUSINESS COMBINATIONS ABS Technology On August 23, 2019, our subsidiary, ePlus Technology, inc., acquired certain assets and liabilities of ABS Technology, a Virginia Beach-headquartered solutions provider with deep expertise in managed services, networking, collaboration, and security solutions, will provide a strong strategic enhancement to ePlus’ existing solutions portfolio, which includes cloud, data center, security and Artificial Intelligence (“AI”)/emerging solutions, along with a comprehensive set of managed, professional and staffing services. Our preliminary sum of consideration transferred is $15.3 million consisting of $13.8 million paid in cash at closing plus a $1.7 million payable that is being held back and will be released primarily upon the collection of certain accounts receivable and less $0.2 million that is receivable from a working capital adjustment. Our preliminary allocation of the purchase consideration to the assets acquired and liabilities assumed is presented below (in thousands):
|  | Acquisition Date Amount |
Accounts receivable |  | $ | 9,208 |
Other assets |  |  | 743 |
Identified intangible assets |  |  | 5,720 |
Accounts payable and other current liabilities |  |  | (6,715 | )
Performance obligation |  |  | (1,140 | )
Total identifiable net assets |  |  | 7,816 |
Goodwill |  |  | 7,463 |
Total purchase consideration |  | $ | 15,279 |
As of our filing date the initial accounting for the business combination is incomplete in respect to determining the final consideration transferred and the amount of assets acquired, and liabilities assumed. The identified intangible assets of $5.7 million consist of customer relationships with an estimated useful life of 7 years. The fair value of acquired receivables equals the gross contractual amounts receivable. We expect to collect all acquired receivables. We recognized goodwill related to this transaction of $7.5 million, which was assigned to our technology reporting unit. The goodwill recognized in the acquisition is attributable to the acquired assembled workforce and expected synergies, none of which qualify for recognition as a separate intangible asset. The total amount of goodwill is expected to be deductible for tax purposes. The amount of revenues and earnings of the acquiree since the acquisition date are not material. Likewise, the impact to the revenue and earnings of the combined entity for the current reporting period as though the acquisition date had been April 1, 2019, is not material. SLAIT Consulting, LLC On January 18, 2019, our subsidiary, e Plus Technology, inc., acquired 100% of the stock of SLAIT an IT consulting and solutions provider with a focus on security advisory and managed services, managed help desk, specialized IT, staffing, and data center solutions. SLAIT is headquartered in Virginia Beach, Virginia and has locations in Richmond, Virginia, and Charlotte, North Carolina. SLAIT provides consultative services in governance, risk management and compliance; bespoke help desk and managed services solutions; and has relationships with fast-growing emerging vendors and related sales and engineering capabilities. Our sum of consideration transferred is $50.0 million consisting of $50.7 million paid in cash at closing, less $1.0 million cash acquired, and plus a working capital adjustment of $0.3 million that we paid in May 2019. Our allocation of the final purchase consideration to the assets acquired and liabilities assumed is presented below (in thousands):
|  | Acquisition Date Amount |
Accounts receivable |  | $ | 10,209 |
Other assets |  |  | 1,050 |
Identified intangible assets |  |  | 18,190 |
Accounts payable and other current liabilities |  |  | (8,611 | )
Performance obligation |  |  | (5,110 | )
Total identifiable net assets |  |  | 15,728 |
Goodwill |  |  | 34,301 |
Total purchase consideration |  | $ | 50,029 |
The identified intangible assets of $18.2 million consist of customer relationships with an estimated useful life of 10 years. The fair value of acquired receivables equals the gross contractual amounts receivable. We expect to collect all acquired receivables. We recognized goodwill related to this transaction of $34.3 million, which was assigned to our technology reporting unit. The goodwill recognized in the acquisition is attributable to the acquired assembled workforce and expected synergies, none of which qualify for recognition as a separate intangible asset. The total amount of goodwill is expected to be deductible for tax purposes. The amount of revenues and earnings of the acquiree since the acquisition date are not material. Likewise, the impact to the revenue and earnings of the combined entity for the reporting period ending March 31, 2019 as though the acquisition date had been April 1, 2018, is not material. The amounts above reflect a measurement period adjustment recorded in our quarter ended September 30, 2019 that increased the purchase consideration related to a working capital adjustment by $8 thousand, increased identifiable net assets by $59 thousand and decreased goodwill by $51 thousand.

X
- 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://fasb.org/us-gaap/role/ref/legacyRef -Publisher FASB -Name Accounting Standards Codification -Topic 805 -URI http://asc.fasb.org/topic&trid=2303972 + Details
Name: | us-gaap_BusinessCombinationDisclosureTextBlock
Namespace Prefix: | us-gaap_
Data Type: | nonnum:textBlockItemType
Balance Type: | na
Period Type: | duration

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