(2) Acquisitions

The Company completed one acquisition in the second quarter of 2013, which is discussed below. During the previous quarter of 2013, the Company completed two acquisitions which aggregated to a purchase price of $52,949.

On May 1, 2013, the Company acquired certain assets and liabilities of Rapid Product Development Group, Inc. (“RPDG”). RPDG is a global provider of additive and traditional quick turn manufacturing services. RPDG’s operations have been integrated into the Company’s Quickparts services and are included in services revenue. The fair value of the consideration that will be paid for this acquisition, net of cash acquired, is $44,500, of which $33,250 has been paid in cash and $6,750 has been paid in shares of the Company’s stock. The remaining $4,500 deferred purchase price, to paid on the 12 month anniversary of the closing date, will be paid with $3,750 of cash and $750 in shares of the Company’s stock. These shares will be issued in a private transaction exempt from registration under the Securities Act of 1933. The fair value of the consideration paid for this acquisition was allocated to the assets purchased and liabilities assumed, based on their estimated fair values as of the acquisition date, with any excess recorded as goodwill, and is included in the table below, which summarizes the second quarter 2013 acquisitions. Factors considered in determination of goodwill include synergies, workforce, vertical integration and strategic fit for the Company. The RPDG acquisition is not significant to the Company’s operating results.

The acquisition completed in the second quarter is not material relative to the Company’s assets or operating results; therefore, no proforma financial information is provided for this acquisition.

The Company’s purchase price allocation for the acquired company is preliminary and subject to revision as more detailed analyses are completed and additional information about fair value of assets and liabilities becomes available. The amounts related to the second quarter acquisition were allocated to the assets acquired and the liabilities assumed and are included in the Company’s condensed consolidated balance sheet at June 30, 2013 as follows:



(in thousands)	2013
Fixed assets	$	849
Other intangible assets, net		15,800
Goodwill		27,697
Other assets, net of cash acquired		3,796
Liabilities		(3,642)
Net assets acquired	$	44,500

Subsequent Acquisition

On July 15, 2013, the Company acquired approximately 81% of the outstanding shares and voting rights of Phenix Systems, a leading global provider of direct metal selective laser sintering 3D Printers based in Riom, France. Phenix Systems designs, manufactures and sells proprietary direct metal 3D printers that can print chemically pure fully dense metal and ceramic parts from very fine powders. Materials include stainless steel, tool steel, super alloys, non-ferrous alloys, precious metals and alumina for a variety of aerospace, automotive and patient-specific medical device applications. The fair value of the consideration paid for this acquisition, net of cash acquired, was $15,110, all of which was paid in cash. Due to the timing of the acquisition, the Company is in the process of allocating fair values of assets purchased, liabilities assumed and other intangibles identified, based on their estimated fair values as of the acquisition date, with any excess recorded as goodwill. Factors considered in determination of goodwill include synergies, workforce, vertical integration and strategic fit for the Company. The Company plans to launch a simplified takeover bid process in accordance with the French markets’ authority on the remaining shares and voting rights. The Company plans to integrate Phenix Systems into its operations and future revenue from this acquisition would be included in printers and other products and services revenue. The acquisition is not significant to the Company’s operating results.