XML 67 R32.htm IDEA: XBRL DOCUMENT v3.19.3.a.u2
Business Combinations (Tables)
 12 Months Ended
Jun. 30, 2019
Jun. 30, 2017
Business Acquisition [Line Items]    
Schedule of Business Acquisitions, by Acquisition [Table Text Block]
The fair value of the assets acquired and liabilities assumed was as follows:
 
Amount
 
Weighted Average
Useful Life in Years
Tangible assets acquired and liabilities assumed:
 
 
 
      Cash and cash equivalents
$
4,093

 
n/a
      Accounts receivable, net
510

 
n/a
      Inventory
1,107

 
n/a
      Other current assets (1)
6,937

 
n/a
      Property, plant and equipment, net
12,080

 
n/a
      Accounts payable
(3,369
)
 
n/a
      Accrued expenses (1)
(11,334
)
 
n/a
      Other current liabilities
(2,658
)
 
n/a
      Long-term liabilities
(3,949
)
 
n/a
Identifiable intangible assets:
 
 
 
Trade name
47,600

 
15 years
Developed technology
28,900

 
3 - 7 years
Customer relationships
12,430

 
2 - 5 years
Noncontrolling interest
(3,356
)
 
n/a
Goodwill (2)
186,088

 
n/a
Total purchase price
$
275,079

 
 
_________________
(1) In connection with the BuildASign acquisition, we recorded an indemnification asset of $5,433, which represents the seller's obligation under the merger agreement to indemnify us for a portion of their potential contingent liabilities related to certain tax matters. We also recognized a contingent liability of $8,925, which represents our estimate based on guidance within ASC 450 - "Contingencies," as of the acquisition date.
(2) During the third quarter of fiscal 2019, we recorded immaterial measurement period adjustments, which related primarily to the contingent liabilities, as discussed above, and resulted in a decrease to goodwill of $482.
The fair value of the assets acquired and liabilities assumed was:
 
Amount
 
Weighted Average
Useful Life in Years
Tangible assets acquired and liabilities assumed (1):
 
 
 
      Cash and cash equivalents
$
8,337

 
n/a
      Accounts receivable, net
20,921

 
n/a
      Inventory
19,854

 
n/a
      Other current assets
11,281

 
n/a
      Property, plant and equipment, net
29,472

 
n/a
      Other non-current assets
1,270

 
n/a
      Accounts payable
(12,590
)
 
n/a
      Accrued expenses
(17,805
)
 
n/a
      Other current liabilities
(908
)
 
n/a
      Deferred tax liabilities
(3,255
)
 
n/a
      Long-term liabilities
(9,665
)
 
n/a
Identifiable intangible assets:
 
 
 
Developed Technology
19,000

 
6
Trade Name
33,000

 
11
Customer Relationships
56,000

 
7
Goodwill
57,720

 
n/a
Total purchase price
$
212,632

 
 
        
(1) National Pen has materially impacted our working capital balances post-acquisition, resulting in increased accounts receivable, inventory, accounts payable and accrued expenses balances in our consolidated balance sheet.
The table below details the consideration transferred to acquire National Pen:
Cash consideration
$
214,573

Final post closing adjustment
(1,941
)
Total purchase price
$
212,632
Business Acquisition, Pro Forma Information [Table Text Block]
 
Year Ended June 30,
2019
 
2018
Pro forma revenue
$
2,783,205

 
$
2,717,785

Pro forma net income attributable to Cimpress plc
93,399

 
31,571