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Acquisitions (Tables)
9 Months Ended
Mar. 31, 2017
Changes in Carrying Amount of Goodwill

The following summarizes changes to the goodwill balance for the nine months ended March 31, 2017

 

 

 

Carrying

amount

 

Beginning balance July 1, 2016

 

$

195.3

 

Acquisitions (see note 2)

 

 

119.7

 

Adjustments to acquisitions (see note 2)

 

 

0.8

 

Translation adjustments

 

 

(0.8

)

Ending balance March 31, 2017

 

$

315.0

 

 

Pro Forma Results of Acquisitions

Accordingly, these unaudited pro forma results are presented for informational purposes only and are not necessarily indicative of what the actual results of operation of the combined company would have been if the acquisition had occurred at the beginning of the period presented nor are they indicative of future results of operations and are not necessarily indicative of results that might have been achieved had the acquisition been consummated as of July 1, 2015.

 

 

 

Three months ended

 

 

Nine months ended

 

 

 

March 31,

 

 

March 31,

 

 

 

2017

 

 

2016

 

 

2017

 

 

2016

 

Revenue

 

$

196.9

 

 

$

207.4

 

 

$

582.3

 

 

$

610.0

 

Income from operations

 

 

12.9

 

 

 

31.5

 

 

 

25.3

 

 

 

97.1

 

Net income (loss)

 

 

4.2

 

 

 

23.6

 

 

 

(9.1

)

 

 

66.6

 

Net income (loss) per share, basic

 

$

0.06

 

 

$

0.33

 

 

$

(0.13

)

 

$

0.95

 

Net income (loss) per share, diluted

 

$

0.06

 

 

$

0.32

 

 

$

(0.13

)

 

$

0.91

 

 

Assurex [Member]  
Allocation of Consideration Transferred

The preliminary purchase price allocation as of March 31, 2017 is as follows:

 

 

 

Estimated Fair

Value

 

Current assets

 

$

18.2

 

Intangible assets

 

 

295.6

 

Equipment

 

 

1.8

 

Goodwill

 

 

119.7

 

Current liabilities

 

 

(18.6

)

Deferred tax liability

 

 

(65.1

)

Total fair value purchase price

 

$

351.6

 

Less: Contingent consideration

 

 

(130.0

)

Less: Cash acquired

 

 

(5.5

)

Total cash consideration transferred

 

$

216.1

 

 

Changes in Carrying Amount of Goodwill

Change in goodwill from the date of acquisition is shown below:

 

 

 

Carrying

 

 

 

amount

 

Balance September 30, 2016

 

$

116.3

 

Fair value adjustment to equipment and intangibles

 

 

1.7

 

Working capital adjustment

 

 

3.1

 

Change in deferred tax liability

 

 

(1.4

)

Ending balance March 31, 2017

 

$

119.7

 

 

Sividon Diagnostics GmbH [Member]  
Allocation of Consideration Transferred

Management estimated the fair value of tangible and intangible assets and liabilities in accordance with the applicable accounting guidance for business combinations and utilized the services of third-party valuation consultants.  The preliminary allocation of the consideration transferred is based on a preliminary valuation and is subject to potential adjustments.  Balances subject to adjustment primarily include tax-related matters, including tax basis of acquired assets and liabilities in the foreign jurisdiction. During the measurement period, the Company may record adjustments to the provisional amounts recognized in the Company’s initial accounting for the acquisition. The Company expects the allocation of the consideration transferred to be final within the measurement period (up to one year from the acquisition date).  Based upon updated fair value calculations as of the purchase date there was a decrease in contingent consideration of $0.4 and intangibles of $0.4 which increased goodwill by $0.8 during the nine months ended March 31, 2017.

 

 

 

Estimated Fair

 

 

 

Value

 

Current assets

 

$

2.7

 

Intangible assets

 

 

45.8

 

Equipment

 

 

0.3

 

Goodwill

 

 

18.5

 

Current liabilities

 

 

(15.4

)

Total fair value purchase price

 

$

51.9

 

Less: Contingent consideration

 

 

(10.9

)

Less: Cash acquired

 

 

(2.0

)

Total cash consideration transferred

 

$

39.0