Acquisitions

2018

The Company completed the acquisition of Screw Products, Inc. in October 2018 for approximately $5.2 million. The purchase price was funded with cash on hand and utilization of the Company's existing credit facility. Screw Products, Inc. is a distributor of bulk industrial products to large manufacturers and job shops. The Company allocated $2.6 million of the purchase price to an intangible asset for customer relationships and $0.5 million for intangible asset for trade names. These amounts were determined by a third party valuation firm with estimated useful lives of 10 and 15 years, respectively. The excess of the purchase price over the fair values of the identifiable assets and liabilities was recorded as goodwill and represents the expected future benefit to the Company from the acquisition of Screw Products. These preliminary estimates and assumptions could change significantly during the purchase price measurement period as the Company finalizes the valuations of the assets acquired and liabilities assumed, and the related tax balances. Such changes could result in material variances between the Company's future financial results and the amounts presented in the unaudited pro forma information, including variances in the estimated purchase price, fair values recorded and expenses associated with these items. The Company's Lawson operating segment includes revenues of approximately $0.6 million from Screw Products in 2018.

2017

In October, 2017, the Company acquired The Bolt Supply House Ltd., based in Calgary, Canada, for a purchase price of approximately $32.3 million, The purchase price was funded with cash on hand and utilization of Lawson Products’ existing credit facility. Bolt is a leading Canadian distributor of high quality fasteners, power tools and industrial MRO supplies, with 14 branch locations throughout Alberta, Saskatchewan, Manitoba and British Columbia, Canada. The acquisition was made to add to the Company's revenue and earnings and expand distribution coverage in Western Canada.

The purchase price of the acquisition was allocated to the fair market value of Bolt's assets and liabilities on the acquisition date. The fair market value appraisals of the majority of the assets and liabilities were determined by third party valuation firms including intangible assets of $7.2 million for trade names and $4.2 million for customers relationships and their estimated useful lives of 15 and 12 years, respectively. The $14.2 million allocated to goodwill reflects the purchase price less the fair market value of the identifiable net assets. The appropriate fair values of the assets acquired and liabilities assumed, and the related tax balances, are based on various estimates and assumptions. Further operating details related to the operations of Bolt subsequent to the acquisition are included in Note 18 - Segment Information.

A summary of the purchase price allocation of the acquisitions is as follows:



	(Dollars in thousands)
	December 31,
	2018		2017
Cash paid and liabilities assumed
Cash paid	$	5,150	$	32,286
Deferred tax liability	—		3,065
Other liabilities	158		2,434
Contingent consideration	65		—
	$	5,373	$	37,785

Fair value of assets acquired
Goodwill	$	1,929	$	14,176
Trade names	470		7,241
Inventory	123		6,315
Customer relationships	2,580		4,186
Accounts receivable	271		3,323
Property, plant and equipment	—		1,796
Other assets	—		748
	$	5,373	$	37,785

Additional acquisition expenses of $0.2 million and $0.7 million, were recorded as a component of General and administrative expenses in the Consolidated Statements of Operations and Comprehensive Income for 2018 and 2017, respectively.

The following table contains unaudited pro forma net sales and net income for Lawson Products assuming the Screw Products acquisition closed on January 1, 2017 and the Bolt acquisition closed on January 1, 2016.



	(Dollars in thousands)
	Year Ended December 31,
	2018		2017
Net Sales
Actual	$	349,637	$	305,907
Pro forma (unaudited)	$	351,916	$	334,554

Net income
Actual	$	6,214	$	29,688
Pro forma (unaudited)	$	6,674	$	31,111

The pro forma disclosures in the table above include adjustments for, amortization of intangible assets, interest expense, tax expenses and the impact of pro forma adjustments and acquisition costs to reflect results that are more representative of the combined results of the transactions as if the Screw Products acquisition closed on January 1, 2017 and the Bolt acquisition closed on January 1, 2016. This pro forma information utilizes certain estimates, is presented for illustrative purposes only and may not be indicative of the results of operation that would have actually occurred. In addition, future results may vary significantly from the results reflected in the pro forma information. The unaudited pro forma financial information does not reflect the impact of future events that may occur after the acquisition, such as anticipated cost savings from operating synergies.