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Acquisition | 6 Months Ended
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Jun. 30, 2022
Business Combination and Asset Acquisition [Abstract] |
Acquisition | ACQUISITION On May 13, 2021, we completed the acquisition of all the outstanding equity interests in Georgia-Pacific Mt. Holly LLC, Georgia-Pacific's U.S. nonwovens business ("Mount Holly") for $170.9 million. Mount Holly’s results are reported prospectively from the acquisition date as part of our Airlaid Materials segment. On October 29, 2021, we completed the acquisition of PMM Holding (Luxembourg) AG, the owner of all of the equity interest in Jacob Holm, a global leading manufacturer of premium quality spunlace nonwoven fabrics for critical cleaning, high-performance materials, personal care, hygiene and medical applications, for approximately $304.0 million for all outstanding shares and the extinguishment of Jacob Holm’s debt. For the quarter ended June 30, 2022, we adjusted the preliminary purchase price allocation related to the Jacob Holm acquisition by reducing preacquistion compensation incentive accruals by approximately $0.5 million, and reducing goodwill by the same amount, based on incentive payouts made during the quarter. The following table sets forth information related to the consideration exchanged for each acquisition.
In thousands | Mount Holly |  | Jacob Holm |  | Total
Total consideration | $ | 170,919 |  |  | $ | 303,952 |  |  | $ | 474,871 |
Less: Debt repaid | — |  |  | (148,000) |  |  | (148,000) |
Cash consideration | $ | 170,919 |  |  | $ | 155,952 |  |  | $ | 326,871 |
The preliminary purchase price allocations set forth in the following table are based on all information available to us at the present time and is subject to change. With respect to the Mount Holly acquisition, the purchase price allocation is complete. However, the Jacob Holm purchase price allocation is preliminary as we are in the process of finalizing our analysis of certain matters, primarily related to the assessment of potential tax liabilities associated with the acquired entities. In the event new information becomes available, the measurement of the amount of goodwill reflected may be affected.
In thousands | Mount Holly |  | Jacob Holm |  | Total
Assets |  |  |  |  |
Cash and cash equivalents | $ | — |  |  | $ | 11,426 |  |  | $ | 11,426 |
Accounts receivable | 11,599 |  |  | 30,271 |  |  | 41,870 |
Inventory | 7,031 |  | 45,340 |  | 52,371
Prepaid and other current assets | 11 |  | 6,727 |  | 6,738
Plant, equipment and timberlands | 100,498 |  | 158,612 |  | 259,110
Intangible assets | 20,000 |  | 70,240 |  | 90,240
Goodwill | 35,793 |  | 48,355 |  | 84,148
Other assets | 8,041 |  | 26,929 |  | 34,970
Total assets | 182,973 |  | 397,900 |  | 580,873
Liabilities |  |  |  |  |
Short-term debt |  |  | 14,081 |  | 14,081
Accounts payable | 2,321 |  | 25,264 |  | 27,585
Other current liabilities | 1,868 |  | 21,263 |  | 23,131
Other long-term liabilities | 7,865 |  | 33,340 |  | 41,205
Total liabilities | 12,054 |  | 93,948 |  | 106,002
Total preliminary purchase price | $ | 170,919 |  |  | $ | 303,952 |  |  | $ | 474,871 |
The preliminary purchase price allocations set forth in the table above are based on all information available to us at the present time and is subject to change. In the event new information becomes available, the measurement of the amount of goodwill reflected may be affected. For purposes of allocating the total purchase price, assets acquired and liabilities assumed are recorded at their estimated fair market values. The allocations set forth above are based on management’s estimate of the fair value using valuation techniques such as discounted cash flow models, appraisals and similar methodologies. The following table sets forth information related to amounts of net sales and operating income (loss) of the acquired businesses included in our results of operations in the three and six months ended 2022:
| Three months ended June 30, |  | Six months ended June 30,
In thousands | 2022 |  | 2022
Mount Holly |  |  |
Net sales | $ | 26,300 |  |  | $ | 53,604 |
Operating income | 1,911 |  |  | 4,635 |
Jacob Holm |  |  |
Net sales | 96,917 |  |  | 193,304 |
Operating loss | (1,808) |  |  | (3,380) |
The following table summarizes annual unaudited pro forma financial information as if the acquisition occurred as of January 1, 2021:
(unaudited) | Three months ended June 30, |  | Six months ended June 30,
In thousands, except per share | 2021 |  | 2021
Pro forma |  |  |
Net sales | $ | 347,895 |  |  | $ | 690,448 |
Income (loss) from continuing operations | (10,546) |  |  | 12,892 |
The pro forma financial information set forth above for the three and six months ended June 30, 2021 includes $3.7 million and $4.3 million, respectively, of one-time costs directly related to the Mount Holly transaction. Such costs are presented under the caption “Selling, general and administrative expenses” in the accompanying condensed consolidated statements of income.

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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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