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Business Combinations | 12 Months Ended
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Dec. 31, 2021
Business Combination and Asset Acquisition [Abstract] |
Business Combinations | Business Combinations Adcole Acquisition On March 2, 2020, the Successor acquired 100% of the equity interest of Adcole in exchange for cash. The acquisition supports the Company’s growth in its offering of space structures. The following table summarizes the fair value of the consideration transferred and the estimated fair values of the major classes of assets acquired and liabilities assumed as of the acquisition date.
| March 2, 2020
Cash paid | $ | 32,640 |
Purchase consideration | $ | 32,640 |
Assets: |
Cash | $ | 156 |
Accounts receivable | 840 |
Contract assets | 1,427 |
Inventory | 212 |
Prepaid expenses and other current assets | 661 |
Property, plant and equipment | 444 |
Intangible assets | 9,690 |
Total assets | 13,430 |
Liabilities: |
Accounts payable | 894 |
Accrued expenses | 644 |
Deferred revenue | 777 |
Total liabilities | 2,315 |
Fair value of net identifiable assets acquired | 11,115 |
Goodwill | $ | 21,525 |
The following table summarizes the intangible assets acquired by class:
| March 2, 2020 |  | Weighted average useful life in years
Trademark | $ | 1,000 |  |  | 10
Technology | 2,400 |  |  | 10
Customer relationships | 6,100 |  |  | 20
In-process research and development | 190 |  |  |
Total intangible assets | $ | 9,690 |  |  |
The fair value of the acquired trademark and technology was estimated using the relief from royalty (“RFR”) method. The fair value of the acquired customer relationships was estimated using the excess earnings method. The fair value of the IPR&D was estimated using the replacement cost method. The acquisition was accounted for as a business combination, whereby the excess of the consideration paid over the fair value of identifiable net assets was allocated to goodwill. The goodwill reflects the potential synergies and expansion of the Company’s offerings across product lines and markets complementary to its existing products and markets. For tax purposes, the goodwill is deductible over 15 years. The results of operations of Adcole for the period from March 2, 2020 to December 31, 2020 have been included in the results of operations for the Successor 2020 Period. The table below presents the post-acquisition revenues, net income (loss), and acquisition-related costs (included in transaction expenses) of Adcole included in the consolidated statements of operations and comprehensive income (loss) for the following period:
|  |  | Successor Period Ended
|  |  | December 31, 2020
Post-acquisition revenues |  |  | $ | 8,096 |
Net income (loss) |  |  | $ | (1,878) |
Transaction expenses |  |  | $ | 2,055 |
DSS Acquisition On June 1, 2020, the Successor acquired 100% of the equity interest of DSS in exchange for cash and 1,000,000 units of the Successor’s Holdings’ equity (“Parent Units”). The acquisition supported the Company’s growth in its offering of engineering solutions. The following table summarizes the fair value of the consideration transferred and the estimated fair values of the major classes of assets acquired and liabilities assumed as of the acquisition date.
| June 1, 2020
Cash paid | $ | 3,940 |
Equity issued | 1,000 |
Purchase consideration | $ | 4,940 |
Assets: |
Cash | $ | 1,071 |
Accounts receivable | 1,282 |
Contract assets | 107 |
Inventory | 39 |
Prepaid expenses and other current assets | 37 |
Property, plant and equipment | 710 |
Intangible assets | 850 |
Other non-current assets | 26 |
Total assets | 4,122 |
Liabilities: |
Accounts payable | 284 |
Deferred revenue | 103 |
Current portion of long-term debt | 353 |
Other current liabilities | 1,178 |
Long-term debt | 705 |
Deferred tax liabilities | 458 |
Total liabilities | 3,081 |
Fair value of net identifiable assets acquired | 1,041 |
Goodwill | $ | 3,899 |
The following table summarizes the intangible assets acquired by class:
| June 1, 2020 |  | Weighted average useful life in years
Trademark | $ | 150 |  |  | 5
Customer relationships | 700 |  |  | 20
Total intangible assets | $ | 850 |  |  |
The fair value of the acquired trademark was determined using the RFR method. The fair value of the acquired customer relationships was determined using the excess earnings method. The acquisition was accounted for as a business combination, whereby the excess of the purchase consideration over the fair value of identifiable net assets was allocated to goodwill. The goodwill reflects the potential synergies and expansion of the Company’s offerings across product lines and markets complementary to its existing products and markets. For tax purposes, the goodwill is not deductible. During the Successor 2021 Period, there was a measurement period adjustment to goodwill of $0.1 million, decreasing the balance to $3.9 million. Refer to Note H for further discussion. The results of operations of DSS for the period from June 1, 2020 to December 31, 2020 have been included in the results of operations for the Successor 2020 Period. The table below presents the post-acquisition revenues, net loss, and acquisition-related costs (included in transaction expenses) of DSS included in the consolidated statements of operations and comprehensive income (loss) for the following period:
|  |  | Successor Period Ended
|  |  | December 31, 2020
Post-acquisition revenues |  |  | $ | 5,381 |
Net income (loss) |  |  | $ | (1,707) |
Transaction expenses |  |  | $ | 434 |
MIS Acquisition On June 22, 2020, the Successor acquired 100% of the equity interest of MIS in exchange for cash and 2,615,726 Parent Units. The acquisition supports the Company’s growth in its offering of space structures. The purchase agreement with the sellers of MIS awarded such sellers with a contingent right to an earnout payment from the Company upon the achievement of certain revenue milestones over the year ended December 31, 2020. The earnout amount would be computed as $1.50 for every $1.00 of MIS Revenue (as defined in the purchase agreement), in excess of $40.0 million for the year ended December 31, 2020, and the contingent earnout would not exceed $15.0 million or be less than $0. The fair value of the earnout is arrived at using the Black-Scholes option pricing model (“OPM”) using the following assumptions:
MIS Black-Scholes OPM Assumptions |
Risk-free interest rate | 0.05 | %
Revenue volatility | 51.7 | %
Including the equity component, the total fair value of the contingent earnout payment of $11.5 million was settled as of December 31, 2021 for $2.2 million in cash and $9.3 million in equity of Holdings of which $10.9 million was reflected in contingent earnout expense on the consolidated statements of operations and comprehensive income (loss) for the Successor 2021 Period as the adjustment in fair value occurred subsequent to the MIS measurement period. The following table summarizes the fair value of the consideration transferred and the estimated fair values of the major classes of assets acquired and liabilities assumed as of the acquisition date.
| June 22, 2020
Cash paid | $ | 42,177 |
Equity issued | 2,616 |
Contingent consideration | 600 |
Purchase consideration | $ | 45,393 |
Assets: |
Cash | $ | 13,559 |
Accounts receivable | 1,097 |
Contract assets | 665 |
Property, plant and equipment | 451 |
Intangible assets | 35,000 |
Other non-current assets | 676 |
Total assets | 51,448 |
Liabilities: |
Accounts payable | 3,689 |
Deferred revenue | 7,128 |
Other current liabilities | 2,749 |
Deferred tax liabilities | 7,297 |
Total liabilities | 20,863 |
Fair value of net identifiable assets acquired | 30,585 |
Goodwill | $ | 14,808 |
The following table summarizes the intangible assets acquired by class:
| June 22, 2020 |  | Weighted average useful life in years
Trademarks | $ | 3,400 |  |  | 6
Technology | 16,000 |  |  | 10
Customer relationships | 15,600 |  |  | 20
Total intangible assets | $ | 35,000 |  |  |
The fair value of the acquired trademark and technology was estimated using the RFR method. The fair value of the acquired customer relationships was estimated using the excess earnings method. The acquisition was accounted for as a business combination, whereby the excess of the purchase consideration over the fair value of identifiable net assets was allocated to goodwill. The goodwill reflects the potential synergies and expansion of the Company’s offerings across product lines and markets complementary to its existing products and markets. For tax purposes, the goodwill is not deductible. During the Successor 2021 Period, there was a measurement period adjustment to goodwill of $0.5 million, decreasing the balance to $14.8 million. Refer to Note H for further discussion. The results of operations of MIS for the period from June 22, 2020 to December 31, 2020 have been included in the results of operations for the Successor 2020 Period. The table below presents the post-acquisition revenues, net loss, and acquisition-related costs (included in transaction expenses) of MIS included in the consolidated statements of operations and comprehensive income (loss) for the following period:
|  |  | Successor Period Ended
|  |  | December 31, 2020
Post-acquisition revenues |  |  | $ | 22,061 |
Net income (loss) |  |  | $ | (1,186) |
Transaction expenses |  |  | $ | 4,132 |
Roccor Acquisition On October 28, 2020, the Successor acquired 100% of the equity interest of Roccor in exchange for cash and 1,564,531 Parent Units. The acquisition supports the Company’s growth in its offering of space structures. The purchase agreement with the sellers of Roccor awarded such sellers with a contingent right to an earnout payment from the Company upon the achievement of certain revenue milestones for the year ended December 31, 2021. The earnout amount would be based on one of the following: (i) $0 if Roccor revenue for the year ended December 31, 2021 is less than $30.0 million, (ii) $1.0 million if Roccor revenue for the year ended December 31, 2021 is equal to or greater than $30.0 million but less than $40.0 million, (iii) $2.0 million if Roccor revenue for the year ended December 31, 2021 is equal to or greater than $40.0 million. The fair value of the Roccor contingent earnout was estimated using the Black-Scholes OPM; the fair value of the Roccor contingent earnout was $0.6 million as of the acquisition date. The assumptions used in the Black-Scholes OPM were as follows:
Roccor Black-Scholes OPM Assumptions |
Risk-free interest rate | 0.1 | %
Revenue discount rate | 7.0 | %
Revenue volatility | 30.0 | %
Earnout payment discount rate | 4.0 | %
During the Successor 2021 Period, the revenue based earnout described above and accrued to date of $0.5 million was recorded in contingent earnout expense on the consolidated statements of operations and comprehensive income (loss). As the Roccor revenue for the year ended December 31, 2021 is equal to or greater than $30.0 million but less than $40.0 million, the earnout to be paid to the sellers of Roccor is $1.0 million, which was fully accrued as of December 31, 2021 and reported as Notes payable to sellers on the consolidated balance sheets. The purchase agreement also stipulated that certain funds in the amount of $0.5 million were to be held in escrow (the “PBR Escrow”), subject to a variance (the “PBR Variance”), for the benefit of the sellers. The PBR Variance was defined as the excess revenue recorded by Roccor for the year ended December 31, 2020, based on the difference between Roccor’s forecasted revenues and Roccor’s actual revenues for the eight months ended August 31, 2020. Upon determination of the PBR Variance, an amount equal to (i) the PBR Escrow less (ii) the PBR Variance will be disbursed to the sellers of Roccor; any remaining PBR Escrow funds will be disbursed to the Company. Since the transfer of the PBR Escrow funds is contingent upon the PBR Variance, the Company’s obligation to deliver the PBR Escrow funds net of PBR Variance was determined to be a contingent consideration. The fair value of the PBR Variance was determined to be $0.4 million as of the acquisition date, therefore contingent consideration related to PBR Escrow was determined to be $0.1 million. PBR Escrow amount of $0.1 million was paid to sellers of Roccor in March 2021. The following table summarizes the fair value of the consideration transferred and the estimated fair values of the major classes of assets acquired and liabilities assumed as of the acquisition date.
| October 28, 2020
Cash paid | $ | 14,999 |
Equity issued | 1,565 |
| October 28, 2020
Contingent consideration | 657 |
Purchase consideration | $ | 17,221 |
Assets: |
Cash | $ | 6,161 |
Accounts receivable | 517 |
Contract assets | 1,797 |
Property, plant and equipment | 1,128 |
Intangible assets | 13,400 |
Other non-current assets | 361 |
Total assets | 23,364 |
Liabilities: |
Accounts payable | 1,880 |
Deferred revenue | 3,240 |
Other current liabilities | 5,112 |
Deferred tax liabilities | 1,952 |
Total liabilities | 12,184 |
Fair value of net identifiable assets acquired | 11,180 |
Goodwill | $ | 6,041 |
The following table summarizes the intangible assets acquired by class:
| October 28, 2020 |  | Weighted average useful life in years
Trademarks | $ | 1,200 |  |  | 10
Technology | 6,500 |  |  | 15
Customer relationships | 5,700 |  |  | 20
Total intangible assets | $ | 13,400 |  |  |
The fair value of the acquired trademark and technology was estimated using the RFR method. The fair value of the acquired customer relationships was estimated using the excess earnings method. The acquisition was accounted for as a business combination, whereby the purchase consideration over the fair value of identifiable net assets was allocated to goodwill. The goodwill reflects the potential synergies and expansion of the Company’s offerings across product lines and markets complementary to its existing products and markets. For tax purposes, the goodwill is not deductible. During the Successor 2021 Period, there was a measurement period adjustment to goodwill of $0.7 million, decreasing the balance to $6.0 million. Refer to Note H for further discussion. The results of operations of Roccor for the period from October 28, 2020 to December 31, 2020 have been included in the results of operations for the Successor 2020 Period. The table below presents the post-acquisition revenues, net loss, and acquisition-related costs (included in transaction expenses) of Roccor included in the consolidated statements of operations and comprehensive income (loss) for the following period:
|  |  | Successor Period Ended
|  |  | December 31, 2020
Post-acquisition revenues |  |  | $ | 5,003 |
Net income (loss) |  |  | $ | 338 |
Transaction expenses |  |  | $ | 1,838 |
LoadPath Acquisition On December 11, 2020, the Successor acquired 100% of the equity interest of LoadPath in exchange for cash and 800,000 Parent Units. The acquisition supports the Company’s growth in its offering of engineering solutions. The following table summarizes the fair value of the consideration transferred and the estimated fair values of the major classes of assets acquired and liabilities assumed as of the acquisition date.
| December 11, 2020
Cash paid | $ | 7,598 |
Equity issued | 800 |
Purchase consideration | $ | 8,398 |
Assets |
Cash | $ | 995 |
Accounts receivable | 1,208 |
Contract assets | 187 |
Prepaid expenses and other current assets | 2 |
Property, plant and equipment | 42 |
Intangible assets | 4,230 |
Total assets | 6,664 |
Liabilities |
Accounts payable | 334 |
Deferred revenue | 115 |
Other current liabilities | 1,203 |
Total liabilities | 1,652 |
Fair value of net identifiable assets acquired | 5,012 |
Goodwill | $ | 3,386 |
The following table summarizes the intangible assets acquired by class:
| December 11, 2020 |  | Weighted average useful life in years
Trademarks | $ | 560 |  |  | 10
Technology | 370 |  |  | 10
Customer relationships | 3,300 |  |  | 15
Total intangible assets | $ | 4,230 |  |  |
The fair value of the acquired trademark and technology was estimated using the RFR method. The fair value of the acquired customer relationships was estimated using the excess earnings method. The acquisition was accounted for as a business combination, whereby the excess of purchase consideration over the fair value of identifiable net assets was allocated to goodwill. The goodwill reflects the potential synergies and expansion of the Company’s offerings across product lines and markets complementary to its existing products and markets. For tax purposes, the goodwill is deductible. During the Successor 2021 Period, there was a measurement period adjustment to goodwill of $1.4 million, decreasing the balance to $3.4 million. Refer to Note H for further discussion. The results of operations of LoadPath for the period from December 11, 2020 to December 31, 2020 have been included in the results of operations for the Successor 2020 Period. The table below presents the post-acquisition revenues, net loss, and acquisition-related costs (included in transaction expenses) of LoadPath included in the consolidated statements of operations and comprehensive income (loss) for the following period:
|  |  | Successor Period Ended
|  |  | December 31, 2020
Post-acquisition revenues |  |  | $ | 245 |
Net income (loss) |  |  | $ | (32) |
Transaction expenses |  |  | $ | 1,485 |
Oakman Acquisition On January 15, 2021, the Successor acquired 100% of the equity interest of Oakman for cash and 1,000,000 Parent Units. The acquisition supports the Company’s growth in its offering of engineering solutions. The following table summarizes the fair value of the consideration transferred and the estimated fair values of the major classes of assets acquired and liabilities assumed as of the acquisition date.
| January 15, 2021
Cash paid | $ | 12,142 |
Equity issued | 2,110 |
Purchase consideration | $ | 14,252 |
Assets: |
Accounts receivable | $ | 1,279 |
Contract assets | 121 |
Inventory | 40 |
Prepaid expenses and other current assets | 50 |
Property, plant and equipment | 493 |
Intangible assets | 7,980 |
Total assets | 9,963 |
Liabilities: |
Accounts payable | $ | 46 |
Accrued expenses | 2,022 |
Deferred revenue | 253 |
Other current liabilities | 45 |
Deferred tax liabilities | 2,128 |
Total liabilities | 4,494 |
Fair value of net identifiable assets acquired | 5,469 |
Goodwill | $ | 8,783 |
The following table summarizes the intangible assets acquired by class:
| January 15, 2021 |  | Weighted average useful life in years
Trademark | $ | 80 |  |  | 1
Technology | 4,400 |  |  | 15
Customer relationships | 3,500 |  |  | 20
Total intangible assets | $ | 7,980 |  |  |
The fair value of the acquired trademark and technology was estimated using the RFR method. The fair value of the acquired customer relationships was estimated using the excess earnings method. The acquisition was accounted for as a business combination, whereby the excess of the consideration paid over the fair value of identifiable net assets was allocated to goodwill. The goodwill reflects the potential synergies and expansion of the Company’s offerings across product lines and markets complementary to its existing products and markets. For tax purposes, the goodwill is not deductible. During the Successor 2021 Period, there was a measurement period adjustment to goodwill of $1.9 million, increasing the balance to $8.8 million. Refer to Note H for further discussion. The results of operations of Oakman for the period from January 15, 2021 to December 31, 2021 have been included in the results of operations for the Successor 2021 Period. The table below presents the post-acquisition revenues, net income (loss), and acquisition-related costs (included in transaction expenses) of Oakman included in the consolidated statements of operations and comprehensive income (loss) for the following period:
|  |  | Successor Period Ended
|  |  | December 31, 2021
Post-acquisition revenues |  |  | $ | 4,531 |
Net income (loss) |  |  | $ | (1,762) |
Transaction expenses |  |  | $ | 657 |
DPSS Acquisition On February 17, 2021, the Successor acquired 100% of the equity interest of DPSS in exchange for cash. The acquisition supports the Company’s growth in its offering of deployable technology. The following table summarizes the fair value of the consideration transferred and the estimated fair values of the major classes of assets acquired and liabilities assumed as of the acquisition date.
| February 17, 2021
Cash paid | $ | 27,305 |
Purchase consideration | $ | 27,305 |
Assets: |
Cash | $ | 711 |
Accounts receivable | 1,270 |
Contract assets | 1,534 |
Inventory | 3 |
Prepaid expenses and other current assets | 53 |
Property, plant and equipment | 734 |
Intangible assets | 24,370 |
Other non-current assets | 48 |
Total assets | 28,723 |
Liabilities: |
Accounts payable | 1,186 |
Accrued expenses | 1,282 |
Deferred revenue | 4,003 |
Other current liabilities | 63 |
Deferred tax liabilities | 6,138 |
Total liabilities | 12,672 |
Fair value of net identifiable assets acquired | 16,051 |
Goodwill | $ | 11,254 |
The following table summarizes the intangible assets acquired by class:
| February 17, 2021 |  | Weighted average useful life in years
Trademark | $ | 170 |  |  | 1
Technology | 11,900 |  |  | 20
Customer relationships | 12,300 |  |  | 20
Total intangible assets | $ | 24,370 |  |  |
The fair value of the acquired trademark was determined using the RFR method. The fair value of the acquired customer relationships was determined using the excess earnings method. The acquisition was accounted for as a business combination, whereby the excess of the purchase consideration over the fair value of identifiable net assets was allocated to goodwill. The goodwill reflects the potential synergies and expansion of the Company’s offerings across product lines and markets complementary to its existing products and markets. For tax purposes, the goodwill is not deductible. During the Successor 2021 Period, there was a measurement period adjustment to goodwill of $0.4 million, increasing the balance to $11.3 million. Refer to Note H for further discussion. The results of operations of DPSS for the period from February 17, 2021 to December 31, 2021 have been included in the results of operations for the Successor 2021 Period. The table below presents the post-acquisition revenues, net income (loss), and acquisition-related costs (included in transaction expenses) of DPSS included in the consolidated statements of operations and comprehensive income (loss) for the following period:
|  |  | Successor Period Ended
|  |  | December 31, 2021
Post-acquisition revenues |  |  | $ | 26,678 |
Net income (loss) |  |  | $ | (554) |
Transaction expenses |  |  | $ | 1,605 |
Techshot Acquisition On November 1, 2021, the Successor acquired 100% of the equity interest of Techshot in exchange for cash and 3,029,596 shares of common stock. The acquisition supports the Company’s growth in its offering of mission solutions. The following table summarizes the fair value of the consideration transferred and the estimated fair values of the major classes of assets acquired and liabilities assumed as of the acquisition date.
| November 1, 2021
Cash paid | $ | 2,228 |
Common stock issued | 38,493 |
Purchase consideration | $ | 40,721 |
Assets: |
Cash | $ | 406 |
Accounts receivable and other receivable | 287 |
Contract assets | 926 |
Inventory | 120 |
Prepaid expenses and other current assets | 86 |
Property, plant and equipment | 14,818 |
Intangible assets | 4,120 |
Total assets | 20,763 |
Liabilities: |
Accounts payable | 39 |
Accrued expenses | 293 |
Deferred revenue | 675 |
Other current liabilities | 35 |
Deferred tax liabilities | 5,521 |
Total liabilities | 6,563 |
Fair value of net identifiable assets acquired | 14,200 |
Goodwill | $ | 26,521 |
The following table summarizes the intangible assets acquired by class:
| November 1, 2021 |  | Weighted average useful life in years
Trademark | $ | 240 |  |  | 3
Technology | 1,800 |  |  | 10
Customer relationships | 1,400 |  |  | 9
IPR&D | 680 |  |  |
Total intangible assets | $ | 4,120 |  |  |
The amounts above represent the current preliminary fair value estimates but the measurement period is still open and subject to further adjustments as additional information becomes available and as additional analyses and final allocations are completed. The fair value of the acquired trademark, technology, and IPR&D was estimated using the relief from royalty (“RFR”) method. The fair value of the acquired customer relationships was estimated using the excess earnings method. The acquisition was accounted for as a business combination, whereby the excess of the consideration paid over the fair value of identifiable net assets was allocated to goodwill. The goodwill reflects the potential synergies and expansion of the Company’s offerings across product lines and markets complementary to its existing products and markets. For tax purposes, the goodwill is not deductible. The results of operations of Techshot for the period from November 1, 2021 to December 31, 2021 have been included in the results of operations for the Successor 2021 Period. The table below presents the post-acquisition revenues, net income (loss), and acquisition-related costs (included in transaction expenses) of Techshot included in the consolidated statements of operations and comprehensive income (loss) for the following period:
|  |  | Successor Period Ended
|  |  | December 31, 2021
Post-acquisition revenues |  |  | $ | 1,563 |
Net income (loss) |  |  | ($392) |
Transaction expenses |  |  | $ | 1,620 |
Pro Forma Financial Data (Unaudited) The tables below present the pro forma combined results of operations for the business combinations for the years ended December 31, 2021 and 2020 as though the acquisitions of Adcole, DSS, MIS, Roccor, and LoadPath (the “2020 business combinations”) had been completed as of January 1, 2019, and the acquisitions of Oakman, DPSS, and Techshot (the “2021 business combinations”) had been completed as of January 1, 2020. The pro forma information for the year ended December 31, 2021 includes the Successor 2021 Period and the pre-acquisition 2021 results of Oakman, DPSS, and Techshot for the year ended December 31, 2021. The pro forma information for the year ended December 31, 2020 includes the Predecessor 2020 Period, the Successor 2020 Period, and the pre-acquisition results of Adcole, DSS, Roccor, LoadPath, Oakman, DPSS, and Techshot for the year ended December 31, 2020.
| Pro forma for Year Ended
| December 31, 2021 |  | December 31, 2020
Revenues | $ | 149,295 |  |  | $ | 126,999 |
Net income (loss) | (57,766) |  |  | (7,902) |
The amounts included in the pro forma information are based on the historical results and do not necessarily represent what would have occurred if the 2021 business combinations had taken place as of January 1, 2020 and the 2020 business combinations had taken place as of January 1, 2019, nor do they represent the results that may occur in the future. Accordingly, the pro forma financial information should not be relied upon as being indicative of the results that would have been realized had the business combination occurred as of the date indicated or that may be achieved in the future. During the Successor 2021 Period, the Company incurred $5.0 million of acquisition related costs attributable to the business combinations, included in the Successor 2021 Period transaction expenses on the consolidated statements of operations and comprehensive income (loss). These expenses are reflected in the pro forma earnings for the year ended December 31, 2020, in the table above.

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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://fasb.org/us-gaap/role/ref/legacyRef -Publisher FASB -Name Accounting Standards Codification -Topic 805 -URI http://asc.fasb.org/topic&trid=2303972 + Details
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