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Acquisition
12 Months Ended
Dec. 31, 2012
Acquisition [Abstract]  
Acquisition
17. Acquisition

On December 31, 2012 for $4.0 million in cash and 52,632 shares of the Company’s common stock, computed by reference to the average closing price of the Company’s common stock on the Nasdaq Global Market for the thirty trading days immediately preceding the date of the SPA, worth approximately $0.5 million based on the December 31, 2012 closing market price of the Company’s common stock, the Company, through a subsidiary, acquired all of the stock of Adwest Technologies, Inc. a California company (“Adwest”), pursuant to the terms of a Stock Purchase Agreement dated December 31, 2012, among the Company, Craig Bayer, Maryann Erickson, Brian Cannon, Therese Siefert, Alex Goodbody, Greg Hoino, Richard Whitford, and William James. Additionally, the former owners are entitled to earn-out payments of up to $1.65 million upon the attainment of specified financial targets through December 31, 2015. Based on current projections, the Company expects the full contingent payment to be earned. The first year of the contingent payable is recorded in “Accounts payable and accrued expenses” and the balance is recorded in “Other liabilities” on the Consolidated Balance Sheets.

Adwest is a designer and manufacturer of regenerative thermal oxidizers. The following table summarizes the approximate fair values of the assets acquired and liabilities assumed at the date of closing.

 

         
$ in thousands      

Current assets

  $ 1,916  

Property and equipment

    23  

Goodwill

    4,806  

Intangible – finite life, net

    1,090  

Intangible – indefinite life

    300  
   

 

 

 

Total assets acquired

    8,135  

Current liabilities assumed

    (1,985
   

 

 

 

Net assets acquired

  $ 6,150  
   

 

 

 

This acquisition, which is not considered a significant subsidiary, was financed primarily with the Company’s cash on hand.